StoneBridge Acquisition Company (NASDAQ: APAC)

StoneBridge Acquisition Company (NASDAQ: APAC)

StoneBridge Acquisition Company (NASDAQ: APAC)

  • DigiAsia is an Indonesia focussed Embeddable ‘Fintech-As-A-Service’ (FaaS) firm, the mixed firm to be listed beneath the ticker image (Nasdaq: FAAS). Digi gives FaaS throughout Digital wallets, Utility Invoice Funds, Banking-As-A-Service (BaaS), Provide Chain Funds, Remittances and Working Capital Loans to Retailers.
  • Sturdy strategic partnerships validate funding potential. DigiAsia is the unique Mastercard companion in Indonesia and its different key companions embody Western Union, Starbucks, Garuda Indonesia, Bukalapak, Semen Indonesia, KaiPay, eFishery, and Dwelling Credit score.
  • The mixed working entity may have entry to as a lot as $200 million in internet money upon deal shut which can assist fund DigiAsia’s development by specializing in buyer and ecosystem buildout, new BaaS product growth, growth with present prospects, and monetization of ecosystem knowledge.
  • All present shareholders together with Mastercard and Reliance Capital Administration (RCM) will roll over 100% of their fairness.
  • DigiAsia has additionally secured a partnership with DBS Financial institution Ltd, the most important financial institution in Singapore and Southeast Asia, to disburse loans into DigiAsia’s lending market for retailers.
  • Yorkville Advisors International has dedicated to $100 million of fairness financing, together with pre-paid advance of as much as $30 million in three tranches
  • The Transaction values the mixed firm at a pre-money fairness valuation of $500 million and is predicted to shut in 2Q 2023.

NEW YORK, Jan. 05, 2023 (GLOBE NEWSWIRE) — StoneBridge Acquisition Company (“Stonebridge”) (Nasdaq: APAC), an Asia-Pacific focussed publicly traded particular goal acquisition firm (SPAC), as we speak introduced the signing of a binding enterprise mixture settlement with DigiAsia Bios Pte Ltd (“DigiAsia”), Indonesia’s Embeddable ‘Fintech-as-a-Service’ (FaaS) firm. Upon completion of the Transaction, the mixed firm might be named DigiAsia and can commerce on The Nasdaq Inventory Market beneath the ticker image ‘FAAS’.

Based in Jakarta in 2017 by Alexander Rusli and Prashant Gokarn, DigiAsia is a frontrunner in embedded Fintech and Banking in Indonesia. It’s dedicated to responding to all types of challenges associated to the monetary sphere and targeted on serving a big complete addressable market (TAM) of $245 billion and rising.

DigiAsia is accelerating monetary inclusion by means of its licenses and know-how stack by offering Embedded Fintech options to B2B2C (Enterprise to Enterprise to Shopper) and B2B2M (Enterprise to Enterprise to Service provider) akin to cellular wallets, card issuance, invoice funds, money administration, provide chain funds, and lending, amongst others. The corporate operates with fintech licenses; to serve Digital Wallets and Funds, Banking As a Service, P2P Lending, Remittances, and different Digital Monetary Companies.

DigiAsia is the unique Mastercard companion in Indonesia and its different key companions embody WesternUnion, Bukalapak, Starbucks, Garuda Indonesia, Semen Indonesia, KaiPay, eFishery, and Dwelling Credit score.

Transaction Overview

The Transaction values the mixed firm at a pre-money fairness valuation of $500 million and present DigiAsia shareholders which embody Mastercard and Reliance Capital Administration (“RCM”), a portfolio firm of LeapFrog Investments (a world influence funding targeted fund), will roll 100% of their fairness into the mixed firm as a part of the Transaction. Along with the fairness funding, DigiAsia has additionally secured a partnership with DBS Financial institution Ltd, the most important financial institution in Singapore and Southeast Asia, on Oct thirty first, 2022, to disburse loans into DigiAsia’s lending market for retailers through its KreditPro platform.

Assuming no redemptions by Stonebridge public shareholders, upon deal shut the mixed working entity may have entry to as a lot as $200 million in internet money (after paying transaction bills) from the Stonebridge belief account. Remaining proceeds will rely on redemption charges of present Stonebridge shareholders on the consummation of the proposed Transaction.

Moreover, concurrent and in reference to the enterprise mixture settlement, Stonebridge has secured non-binding letter of intent for a Standby Fairness Buy Settlement with Yorkville Advisors International, LP, for as much as $100 million of fairness financing, which features a pre-paid advance of as much as $30 million in three tranches topic to sure circumstances upon completion of the introduced merger with Stonebridge. 

The enterprise mixture settlement, which has been permitted by the Board of Managers of DigiAsia and by the Board of Administrators of APAC, is predicted to shut in the course of the second quarter of 2023, topic to the approval of the shareholders of APAC and different customary closing circumstances.

Administration Feedback

“DigiAsia’s imaginative and prescient is to be an lively a part of the digital revolution of Indonesia by enabling monetary companies – lending, funds, remittances and mass low price banking – to all people and companies, no matter their dimension or socioeconomic standing. We’re additionally very proud to be working with Mastercard  to construct on our present providing with a view to enhance monetary inclusion in Indonesia,” says Prashant Gokarn, Co-CEO of DigiAsia.

“Stonebridge was established as a bridge for IPO prepared corporations within the Asia-Pacific area to entry the US public markets. DigiAsia’s concentrate on Indonesia, one of many quickest rising markets in Asia, its potential to scale shortly by means of sticky prospects, the strategic traders on the cap desk and a administration workforce with a confirmed observe report make it an ideal match for Stonebridge,” says Bhargav Marepally, CEO of Stonebridge Acquisition Company.

“DigiAsia has a longtime presence in Indonesia and is wanting towards quick growth into South East Asia adopted by the Center East and North Africa. The capital elevate through IPO and the next execution will assist set up Digi as a transparent chief within the white labelled digital wallets and Banking-as-a-Service verticals within the area,” says Alexander Rusli, Co-CEO of DigiAsia.

Previous to coming into into the Merger Settlement DigiAsia closed a $14.5 million funding at a $450 million post-money valuation which was led by Reliance Capital Administration (“RCM”). The funding additionally entails a strategic partnership between RCM and DigiAsia within the areas of insurance coverage, asset administration, amongst others the place RCM operates. With additional collaboration with RCM, DigiAsia expects to develop into the primary full-stack B2B embedded finance options supplier in Indonesia.

“Indonesia has a bank card penetration of lower than 4% and greater than half of the inhabitants stays unbanked. DigiAsia is greatest positioned to capitalize on this huge TAM. Additionally, sustainable take charges leading to strong unit economics and robust long run gross margins at over 50%, make it a extremely worthwhile enterprise mannequin,” says Prabhu Antony, President & CFO of Stonebridge.

Extra details about the proposed transaction, together with a duplicate of the Merger Settlement, this press launch, and an investor presentation, might be offered in a Present Report on Type 8-Okay to be filed by Stonebridge with the SEC and out there at www.sec.gov. Extra details about the proposed transaction may even be described in Stonebridge’s proxy assertion/prospectus referring to the enterprise mixture, which it is going to file with the SEC.

Authorized Advisors

Winston & Strawn LLP is performing as authorized advisor to StoneBridge Acquisition Company and Norton Rose Fulbright US LLP is performing as authorized advisor to DigiAsia Bios Pte Ltd on this transaction.

About StoneBridge Acquisition Company:

StoneBridge Acquisition Company is a clean test firm included as Cayman Islands exempted for the aim of effecting a merger, share change, asset acquisition, share buy, reorganization or related enterprise mixture with a number of companies. Stonebridge targeted its search on a goal with operations or potential operations within the client know-how, communications, software program, SaaS, fintech or media sectors. The geographic focus for the SPAC was the Asia Pacific area. Stonebridge helps visionary entrepreneurs navigate the US capital markets to create enterprise worth for themselves and for his or her traders. To study extra, go to http://stonebridgespac.com/.

About DigiAsia:

Established in 2017, DigiAsia Bios is Indonesia’s Embedded Fintech-as-a-Service (FaaS) firm in Indonesia. Dedicated to responding to all types of challenges associated to the monetary sphere, this start-up firm, based by Alexander Rusli and Prashant Gokarn, operates with 4 licenses; to serve Digital Cost (KasPro), P2P Lending (KreditPro), Remittances (RemitPro), and Digital Monetary Companies (Digibos). Your entire services from DigiAsia Bios could be embedded with any software and ecosystem, enabling company companions and the general public typically to simply make the most of fintech options to optimize monetary administration processes, each when it comes to enterprise and every day life. To study extra, go to https://www.digiasia.asia/.

ADDITIONAL INFORMATION AND WHERE TO FIND IT

For extra data on the proposed transaction, see Stonebridge’s Present Report on Type 8-Okay, which might be filed concurrently with this press launch. In reference to the proposed transaction, the events intend to file related supplies with the Securities and Trade Fee, together with a registration assertion on Type S-4 to be filed by Stonebridge with the SEC, which can embody a proxy assertion/prospectus of Stonebridge, and can file different paperwork relating to the proposed transaction with the SEC. Stonebridge’s shareholders and different individuals are suggested to learn, when out there, the preliminary proxy assertion/prospectus and the amendments thereto and the definitive proxy assertion and paperwork included by reference therein filed in reference to the proposed enterprise mixture, as these supplies will include essential details about DigiAsia, Stonebridge, and the proposed enterprise mixture. Promptly after the Type F-4 is said efficient by the SEC, Stonebridge will mail the definitive proxy assertion/prospectus and a proxy card to every shareholder entitled to vote on the assembly referring to the approval of the Enterprise Mixture and different proposals set forth within the proxy assertion/prospectus. Earlier than making any voting or funding resolution, traders and stockholders of Stonebridge are urged to fastidiously learn all the registration assertion and proxy assertion/prospectus, once they develop into out there, and every other related paperwork filed with the SEC, in addition to any amendments or dietary supplements to those paperwork, as a result of they are going to include essential details about the proposed transaction. The paperwork filed by Stonebridge with the SEC could also be obtained freed from cost on the SEC’s web site at www.sec.gov, or by directing a request to StoneBridge Acquisition Company, 1104 Linnea Lane, Southlake, Texas 76092

Members in Solicitation

Stonebridge and its administrators and govt officers could also be deemed members within the solicitation of proxies from its stockholders with respect to the enterprise mixture. An inventory of the names of these administrators and govt officers and an outline of their pursuits in Stonebridge might be included within the proxy assertion/prospectus for the proposed enterprise mixture when out there at www.sec.gov. Details about Stonebridge’s administrators and govt officers and their possession of Stonebridge widespread inventory is ready forth within the Stonebridge Type 10-Okay, dated April 15, 2022, and of their prospectus dated July 15, 2021, as modified or supplemented by any Type 3 or Type 4 filed with the SEC for the reason that date of such submitting. Different data relating to the pursuits of the members within the proxy solicitation might be included within the proxy assertion/prospectus pertaining to the proposed enterprise mixture when it turns into out there. These paperwork could be obtained freed from cost from the supply indicated above.

DigiAsia and their respective administrators and govt officers may additionally be deemed to be members within the solicitation of proxies from the stockholders of DigiAsia in reference to the proposed enterprise mixture. An inventory of the names of such administrators and govt officers and data relating to their pursuits within the proposed enterprise mixture might be included within the proxy assertion/prospectus for the proposed enterprise mixture.

FORWARD-LOOKING STATEMENTS

This communication comprises “forward-looking statements” inside the which means of the Personal Securities Litigation Reform Act of 1995. Such statements embody, however usually are not restricted to, statements about future monetary and working outcomes, our plans, goals, expectations and intentions with respect to future operations, services; and different statements recognized by phrases akin to “will possible outcome,” “are anticipated to,” “will proceed,” “is anticipated,” “estimated,” “consider,” “intend to,” “plan,” “projection,” “outlook,” “hope to” or phrases of comparable which means. These forward-looking statements embody, however usually are not restricted to, statements relating to DigiAsia’s business and market sizes, future alternatives for DigiAsia and Stonebridge, Stonebridge’s estimated future outcomes and the proposed enterprise mixture between Stonebridge and DigiAsia chance, timing and skill of the events to efficiently consummate the proposed transaction. Such forward-looking statements are based mostly upon the present beliefs and expectations of our administration and are inherently topic to vital enterprise, financial and aggressive uncertainties and contingencies, a lot of that are troublesome to foretell and customarily past our management. Precise outcomes and the timing of occasions could differ materially from the outcomes anticipated in these forward-looking statements.

Along with components beforehand disclosed in Stonebridge’s studies filed with the SEC and people recognized elsewhere on this communication, the next components, amongst others, may trigger precise outcomes and the timing of occasions to vary materially from the anticipated outcomes or different expectations expressed within the forward-looking statements: incapability to fulfill the closing circumstances to the enterprise mixture, together with the prevalence of any occasion, change or different circumstances that might give rise to the termination of the Merger Settlement; the lack to finish the transactions contemplated by the Merger Settlement because of the failure to acquire approval of Stonebridge’s shareholders, the failure to attain the minimal amount of money out there following any redemptions by Stonebridge shareholders, redemptions exceeding a most threshold or the failure to fulfill The Nasdaq Inventory Market’s preliminary itemizing requirements in reference to the consummation of the contemplated transactions; prices associated to the transactions contemplated by the Merger Settlement; a delay or failure to understand the anticipated advantages from the proposed transaction; dangers associated to disruption of administration’s time from ongoing enterprise operations because of the proposed transaction; adjustments within the markets by which DigiAsia gives embedded monetary providing companies, together with with respect to its aggressive panorama, know-how evolution or regulatory adjustments; adjustments in home and world common financial circumstances, danger that DigiAsia could not be capable of execute its development methods, together with offering software program options for the broad blockchain know-how, and figuring out, buying, and integrating acquisitions; dangers associated to the continued COVID-19 pandemic and response; danger that DigiAsia could not be capable of develop and preserve efficient inside controls; and different dangers and uncertainties indicated in Stonebridge last prospectus, dated July 15, 2021, for its preliminary public providing, and the proxy assertion/prospectus referring to the proposed enterprise mixture, together with these beneath “Danger Elements” therein, and in Stonebridge different filings with the SEC. Stonebridge and DigiAsia warning that the foregoing listing of things is just not unique.

Precise outcomes, efficiency or achievements could differ materially, and doubtlessly adversely, from any projections and forward-looking statements and the assumptions on which these forward-looking statements are based mostly. There could be no assurance that the info contained herein is reflective of future efficiency to any diploma. You might be cautioned to not place undue reliance on forward-looking statements as a predictor of future efficiency as projected monetary data and different data are based mostly on estimates and assumptions which are inherently topic to numerous vital dangers, uncertainties and different components, a lot of that are past our management. All data set forth herein speaks solely as of the date hereof within the case of details about Stonebridge and DigiAsia or the date of such data within the case of knowledge from individuals aside from Stonebridge or DigiAsia, and we disclaim any intention or obligation to replace any forward-looking statements because of developments occurring after the date of this communication. Forecasts and estimates relating to DigiAsia’s business and finish markets are based mostly on sources we consider to be dependable, nevertheless there could be no assurance these forecasts and estimates will show correct in entire or partially. Annualized, professional forma, projected and estimated numbers are used for illustrative goal solely, usually are not forecasts and will not mirror precise outcomes.

No Supply or Solicitation

This press launch shall not represent a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the proposed enterprise mixture. This press launch shall additionally not represent a proposal to promote or the solicitation of a proposal to purchase any securities, nor shall there be any sale of securities in any states or jurisdictions by which such supply, solicitation, or sale can be illegal previous to registration or qualification beneath the securities legal guidelines of any such jurisdiction. No providing of securities shall be made besides by the use of a prospectus assembly the necessities of Part 10 of the Securities Act of 1933, as amended, or an exemption therefrom.

Firm Contact:

Prabhu Antony
646-314-3555
[email protected]

PR Contact:

Peter Wright
617-454-1088
[email protected]

 

StoneBridge Acquisition Company (NASDAQ: APAC)