Cazoo Holdings Limited, a UK-based online car retailer, Monday announced a definitive business combination agreement with AJAX I (AJAX), a special purpose acquisition company.
Upon closing of the transaction, the combined company will be named Cazoo and will be listed on the New York Stock Exchange under the new ticker symbol “CZOO”.
The transaction values the combined company at a pro forma enterprise value of approximately $7.0 billion and a pro forma equity value of approximately $8.1 billion.
The deal includes up to $805 million AJAX cash in trust, assuming no redemptions by AJAX shareholders, and an $800 million fully committed PIPE at $10.00 per share led by the AJAX sponsors and D1 Capital Partners and joined by new and existing investors.
The AJAX sponsor team, led by Dan Och, and including Glenn Fuhrman, Steve Ells, Jim McKelvey, Kevin Systrom and Anne Wojcicki have personally committed $200 million to the PIPE.
The Boards of Directors of Cazoo and AJAX have unanimously approved the transaction, which requires the approval of both companies’ shareholders. The transaction is expected to close in the third quarter of 2021.
Cazoo’s existing shareholders will hold approximately 79% of the shares of the combined company on closing.
Cazoo, which was founded in 2018, has delivered over 20,000 cars to consumers across the UK. Following its recent acquisitions, Cazoo has over 6,000 subscribers across the UK, Germany and France.
The company expects to achieve revenues approaching $1 billion in 2021, a growth rate of more than 300% in its second full year of operations. It has already built a team of over 1,800 across the UK, Germany, France and Portugal.
The company will continue to be led by its Founder & CEO, Alex Chesterman OBE, while AJAX’s founder, Dan Och, will join the combined company’s Board of Directors.
Chesterman said, “This deal will provide us with almost $1 billion of further funds to fuel our growth.”
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