Acorns Grow Incorporated (“Acorns”), the saving and investing app, has entered into a definitive business combination agreement with Pioneer Merger Corp. (NASDAQ: PACX) (“Pioneer”), a publicly traded special purpose acquisition company. The combined company (the “Company”) will continue as a publicly listed entity and have an expected pro forma fully-diluted equity value of approximately $2.2 billion, assuming no redemptions.
Institutional investors including Wellington Management, Senator, Declaration Partners, Greycroft, The Rise Fund, TPG’s global impact investing platform, and funds and accounts managed by BlackRock have participated. The oversubscribed, upsized PIPE was raised at $10.00 per share. Rooted in its mission to look after the financial best interests of the up-and-coming, Acorns has grown into the largest subscription service in U.S. consumer finance, with 4+ million loyal subscribers saving and investing for a better future together. Going public will help accelerate our growth and put the responsible tools of wealth-making in everyone’s hands when they need it most.
“I am humbled to represent everyday Americans in the global public markets,” said Noah Kerner, CEO of Acorns. “With the backing of trusted investors including BlackRock, PayPal, NBCUniversal and Comcast Ventures, we are putting the tools of wealth making in everyone’s hands and making it possible for everyday consumers to responsibly manage their money over the long-term. Going public will help elevate our story, introduce many more people to the power of compounding and financial wellness, and bring financial literacy to the mainstream.”
The transaction is expected to close in the second half of 2021. Upon completion, the Company will operate as Acorns Holdings, Inc. and is expected to trade under the symbol “OAKS” on the Nasdaq Capital Market (“Nasdaq”). The new Acorns will continue to be led by Noah Kerner, Chief Executive Officer, and the Company’s experienced management team.
As part of the merger, Kerner plans to contribute 10% of his personal ownership in Acorns to fund a novel program giving shares to eligible customers. Pioneer’s sponsor is also planning to give 10% of its ownership in Acorns to this same program.
“Our loyal customers have gotten us here,” said Kerner. “They’ve earned a right to become owners alongside us, and help us grow together into the mighty oak that Acorns was meant to become. To that end, we intend to introduce our share rewards program that will allow eligible customers to own a piece of the company and an even greater piece as they invite others to start the path toward financial wellness.”
Jonathan Christodoro, Chairman of Pioneer, said, “Acorns is not only a category leader but also a category creator. Its value proposition is built around inclusive, long-term financial wellness. With integrity at its core, the brand has an incredibly loyal following and market leading retention rates. I could not be more excited to partner with Acorns.”
Acorns Financial Wellness System
Launched at the end of 2014, Acorns has grown thoughtfully and rapidly to help everyday Americans responsibly manage their money for the long term. Acorns combines education, investing, banking and earning into one cohesive experience that puts the tools of wealth-making in everyone’s hands. The Company has pioneered subscription-based pricing in the financial industry with three membership levels: Lite ($1/mo) which includes basic investing, education, and earning tools; Personal ($3/mo) which adds retirement, banking, and smart deposit tools to invest and grow more; and Family ($5/mo) which includes all individual products plus Acorns Early – investing, education, rewards, and gifting for the family. For a simple monthly subscription, everyday Americans have access to a financial wellness system in one, intuitive app. The future of Acorns includes more tiers, products, and benefits to help our customers continue growing.
Upon completion of the transaction, the combined company is expected to have a fully-diluted equity value on a pro forma basis of approximately $2.2 billion, assuming no redemptions. Following the transaction, the Company will have significant capital flexibility for continued organic and inorganic growth. Existing Acorns equity holders, including management, will become the majority owners of the Company.
The transaction has been unanimously approved by the boards of both Acorns and Pioneer and is expected to close in the second half of 2021, subject to approval by Pioneer’s stockholders, the effectiveness of a registration statement to be filed with the Securities and Exchange Commission (the “SEC”) in connection with the transaction, and other customary closing conditions.
Additional information about the transaction, including a copy of the business combination agreement and investor presentation, will be included in a Current Report on Form 8-K to be filed by Pioneer with the SEC and available at www.sec.gov. In addition, Pioneer intends to file a registration statement on Form S-4 with the SEC, which will include a proxy statement/consent solicitation statement/prospectus, and will file other documents regarding the proposed transaction with the SEC.
Citi is serving as exclusive capital markets advisor to Pioneer, and Kirkland & Ellis LLP is serving as legal counsel to Pioneer in connection with the transaction.
Moelis & Company LLC is serving as exclusive financial and capital markets advisor to Acorns, and Paul Hastings LLP is serving as legal counsel to Acorns in connection with the transaction.
Citi is serving as exclusive placement agent on the concurrent private placement and Latham and Watkins LLP is serving as legal counsel to the placement agent.
A webcast presentation hosted by the management of Pioneer and Acorns regarding the transaction can also be found at the following link: Acorns.com/IR
About Pioneer Merger Corp.
Pioneer Merger Corp., led by Chairman Jonathan Christodoro, Co-Presidents Rick Gerson and Oscar Salazar, Chief Executive Officer Ryan Khoury and Directors Mitch Caplan and Todd Davis, leverages its leadership team’s experiences to create significant long-term value for the Company’s shareholders. The team’s experiences include: Oscar Salazar as co-founder of Uber, Todd Davis as co-founder and former CEO of Lifelock, Mitchell Caplan as former CEO of E*Trade and Jonathan Christodoro as a director at PayPal, Lyft, Xerox, Hologic, eBay and other technology based public companies.
Acorns Grow Incorporated is the largest subscription service in U.S. consumer finance, helping 4+ million everyday American subscribers save and invest for the future. Acorns has easy-to-use, mobile-first technology that makes it simple for anyone to set aside and invest life’s spare money. Acorns customers automatically invest in a low-cost, diversified portfolio of exchange-traded funds offered by some of the world’s top asset managers (including Vanguard and BlackRock). Customers invest in one of nine portfolios constructed with help from world-renowned Nobel laureate economist Dr. Harry Markowitz. Acorns uses smart portfolio algorithms to automatically work in the background of life, helping users build wealth naturally, pennies at a time. From Acorns mighty oaks do grow.
Acorns is accessed simply and easily via the app for iPhone, Android, or desktop.
Visit Acorns.com for more.