TAMPA, Fla.–(BUSINESS WIRE)–AtlasClear Holdings, Inc. (AtlasClear Holdings or the Firm) (NYSE: ATCH) is happy to announce it has secured an settlement from Hanire LLC (Hanire) to speculate as much as $45 million into the Firm, via a mixture of fairness and convertible debt in a milestone based mostly sequence of tranches, with the primary tranche of $5 million anticipated in January 2025, topic to satisfaction of closing circumstances.
We’re very enthusiastic about this partnership and the funding being made into AtlasClear Holdings by Hanire. That is the fruits of a relationship between Administration of the Firm and the Principals of Hanire that we have now been growing over the course of a few years. The funding is anticipated to permit AtlasClear Holdings to perform quite a lot of our priorities, and we imagine it’s a actual turning level for our Firm. For Hanire, AtlasClear Holdings supplies an increasing platform that may help it with its brokerage and funding banking companies whereas creating value efficiencies and enhanced income alternatives for each events. That is an thrilling and synergistic deal, mentioned Craig Ridenhour, President, AtlasClear Holdings.
The agreements signed with Hanire present for an up-to-$45 million funding within the type of a mixture of fairness and convertible debt, comprised of an up-to-$5 million fairness funding via the sale of 20 million shares of widespread inventory and a convertible mortgage for the steadiness of the funding, together with an preliminary advance of $5 million and extra advances topic to the achievement of specified milestones. The mortgage will probably be convertible at a conversion worth calculated based mostly on a 40% low cost to the volume-weighted common worth of the Firm’s widespread inventory on the time of conversion. The conversion of any portion of the convertible mortgage is topic to the Firm’s receipt of stockholder approval of the issuance of the shares.
The Firm believes the funding will enable AtlasClear Holdings to attain quite a lot of strategic targets, together with:
- Permit for the restructuring of the present debt construction of the Firm with higher phrases and fewer dilution to current stockholders
- Improve the capital base at its wholly-owned subsidiary, Wilson-Davis & Co., Inc. (Wilson-Davis), thereby permitting Wilson-Davis to develop its correspondent clearing enterprise and speed up extra enterprise traces.
- Permit the Firm to maneuver ahead with the formal filings with the Federal Reserve for the proposed acquisition of Business Bancorp of Wyoming whereas offering extra capital for the financial institution upon a possible approval.
- Present capital for focused, accretive acquisitions.
We imagine it is a great day for our Firm and our stockholders. It is a thoughtfully structured deal that we imagine delivers extra capital into the Firm as we restructure our debt, hope to attain profitability, and ship the capital wanted for our proposed financial institution acquisition upon approval. In full, we imagine this funding will solidify our capital basis, cut back potential dilution, and place our Firm to maximise our long-term stockholder worth. We took nice care to seek out the suitable funding associate to assist us develop, mentioned Mr. Ridenhour.
About AtlasClear Holdings, Inc.
AtlasClear Holdings plans to construct a cutting-edge expertise enabled monetary companies agency that may create a extra environment friendly platform for buying and selling, clearing, settlement and banking of evolving and modern monetary merchandise with a concentrate on the small and center market monetary companies corporations. The strategic objective of AtlasClear Holdings is to have a completely vertically built-in suite of cloud-based merchandise together with account opening, commerce execution, threat administration, regulatory reporting and settlement. The staff that leads AtlasClear Holdings consists of revered monetary companies trade veterans which have based and led different corporations within the trade together with Penson Clearing, Southwest Securities, NexTrade, Symbiont, and Anderen Financial institution.
About Wilson-Davis & Co., Inc.
Wilson-Davis is a full-service correspondent securities broker-dealer. The corporate is registered with the Securities and Change Fee (SEC), the Monetary Trade Regulatory Authority and the Securities Investor Safety Group. As well as, Wilson-Davis is a member of DTCC in addition to the Nationwide Securities Clearing Company. Headquartered in Salt Lake Metropolis, Utah and Dallas, Texas. Wilson-Davis has been servicing the funding neighborhood since 1968, with satellite tv for pc workplaces in California, Arizona, Colorado, New York, New Jersey and Florida.
About Business Bancorp of Wyoming
Business Bancorp is a financial institution holding firm working via its wholly-owned subsidiary, Farmers State Financial institution (FSB) and has been servicing the area people in Pine Bluffs, WY since 1915. It has targeted nearly all of its companies on personal and company banking. A member of the Federal Reserve, FSB is anticipated to be a strategic asset for AtlasClear Holdings’ long-term enterprise mannequin.
Cautionary Statements Concerning Ahead-Trying Statements
This communication accommodates forward-looking statements inside the that means of the Personal Securities Litigation Reform Act of 1995, as amended, that mirror AtlasClear Holdings’ present views with respect to, amongst different issues, the long run operations and monetary efficiency of AtlasClear Holdings. Ahead-looking statements on this communication could also be recognized by way of phrases comparable to “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “foreseeable,” “future,” “intend,” “may,” “outlook,” “plan,” “potential,” “proposed,” “predict,” “project,” “seek,” “should,” “target,” “trends,” “will,” “would” and related phrases and phrases. Ahead-looking statements contained on this communication embrace, however are usually not restricted to, statements as to (i) the closing of all or any portion of the funding from Hanire, (ii) AtlasClear Holdings’ expectations relating to the advantages of the funding from Hanire, together with its capability to permit AtlasClear Holdings to perform quite a lot of its strategic targets, obtain profitability, ship the capital wanted for its proposed financial institution acquisition upon approval, solidify its capital basis, cut back potential dilution, and place the Firm to maximise long-term stockholder worth, (iii) AtlasClear Holdings’ expectations as to future operational outcomes, (v) AtlasClear Holdings’ anticipated development technique, together with anticipated acquisitions, and (v) the monetary expertise of AtlasClear Holdings.
The forward-looking statements contained on this communication are based mostly on the present expectations of AtlasClear Holdings and its administration and are topic to dangers and uncertainties. No assurance could be provided that future developments affecting AtlasClear Holdings will probably be these which are anticipated. Precise outcomes might differ materially from present expectations attributable to modifications in world, regional or native financial, enterprise, aggressive, market, regulatory and different components, lots of that are past the management of AtlasClear Holdings. Ought to a number of of those dangers or uncertainties materialize, or ought to any of the assumptions show incorrect, precise outcomes might differ in materials respects from these projected in these forward-looking statements. Elements that would trigger precise outcomes to vary might emerge occasionally, and it isn’t potential to foretell all of them.
Such components embrace, however are usually not restricted to: any failure by Hanire to ship the tranches of capital on the anticipated schedule, or in any respect; any failure by the Firm to fulfill the milestones required to obtain the tranches of capital on a well timed foundation, or in any respect; failure of the Firm to comprehend the anticipated advantages of the funding of capital, comparable to reaching profitability, delivering the capital wanted for its proposed financial institution acquisition upon approval, solidifying its capital basis, lowering potential dilution, and positioning the Firm to maximise long-term stockholder worth; failure by AtlasClear Holdings to fulfill the closing circumstances to any of the tranches of capital, together with receipt of stockholder approval; AtlasClear’s incapacity to efficiently combine, and/or understand the anticipated advantages of, the acquisition of Wilson-Davis and the expertise acquired from Pacsquare Applied sciences LLC (the “ Transaction (JO:)”); failure to acknowledge the anticipated advantages of the Transaction, which can be affected by, amongst different issues, competitors, the flexibility of AtlasClear Holdings to keep up relationships with prospects and suppliers and strategic alliance third events, and to retain its administration and key workers; AtlasClear Holdings’ incapacity to combine, and to comprehend the advantages of, the Transaction and different potential acquisitions; modifications usually financial or political circumstances; modifications within the markets that AtlasClear Holdings targets; slowdowns in securities or cryptocurrency buying and selling or shifting demand for buying and selling, clearing and settling monetary merchandise; any change in legal guidelines relevant to AtlasClear Holdings or any regulatory or judicial interpretation thereof; components that will trigger a delay in well timed submitting the transition report described herein; the chance that extra or totally different data might change into recognized previous to the anticipated submitting of the transition report, and different components, dangers and uncertainties, together with those who had been included beneath the heading “Risk Factors” in AtlasClear Holdings’ Transition Report on Type 10-KT filed with the Securities and Change Fee on October 16, 2024 and its subsequent filings with the SEC. AtlasClear Holdings cautions that the foregoing checklist of things just isn’t exhaustive. Any forward-looking assertion made on this communication speaks solely as of the date hereof. Plans, intentions or expectations disclosed in forward-looking statements is probably not achieved and nobody ought to place undue reliance on such forward-looking statements. AtlasClear Holdings doesn’t undertake any obligation to replace, revise or evaluation any forward-looking assertion, whether or not on account of new data, future developments or in any other case, besides as could also be required by any relevant securities legal guidelines.
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