The Special Purpose Acquisitions Companies team advised Forge Global in its definitive merger agreement with Motive Capital Corp (NYSE: MOTV.U) sponsored by affiliates of Motive Partners. Forge will become a publicly traded company upon the closing of the transaction, currently expected in the fourth quarter of 2021 or first quarter of 2022. The transaction reflects a $2 billion approximate valuation for the pro forma combined company. The transaction is expected to deliver up to $532.5 million of gross proceeds to the combined company prior to the payment of transaction expenses, including the contribution of up to $414 million of cash held in Motive Capital Corp’s trust account from its initial public offering in December 2020 and an additional $118.5 million between committed PIPE proceeds and Motive Partners’ Forward Purchase Agreement. Certain Motive Partners’ funds will provide up to an additional $90 million as a backstop of trust redemptions under such Forward Purchase Agreement.
The transaction is subject to customary closing conditions, including approval by shareholders of Motive Capital Corp and Forge, the effectiveness of a registration statement to be filed with the Securities and Exchange Commission in connection with the transaction and the approval of the South Dakota Division of Banking for the change in control of Forge’s subsidiary trust company. The transaction has been unanimously approved by the Boards of Directors of both Motive Capital Corp and Forge.
Forge is a leading provider of marketplace infrastructure, data services and technology solutions for private market participants. By combining world-class trading technology and operating expertise, Forge Markets enables private company shareholders to trade private company shares with accredited investors.
The Goodwin team was led by Dan Espinoza, Stuart Ogg, Craig Schmitz, Joshua Eisenson, Justin Anslow, Cynthia Li, Morgan Monroe, Sean Toner, Shayna Mohammad and included Jay Yaworsky, Heidi Mayon, Dan Goldberg, John Wayne Horton, Andy Barton, Lynda Galligan, Regina Couto, Eric Graffeo, William Wilson, Koray Bulut, Joni Noggle, Jacqueline Klosek, Paul Thompson Jr., Kelsey Lemaster, Gregg Coughlin, Kara Kuritz, Brady Cummins, Peter LaVigne, Nick Losurdo, Brynn Peltz, William Stern, Samantha Kirby, Cynthia Wells, Christopher Grobbel, Richard Matheny and Robert Fitzgerald.
For additional details on the transaction, please read the press release.