PropTech Acquisition Corporation
(NASDAQ: PTAC) (“PropTech” or “PTAC”) today
announced that its stockholders voted to approve the proposed
business combination (the “Business Combination”) with Porch.com,
Inc. ("Porch” of “the Company") and the related proposals at a
Special Meeting held for this purpose on December 21, 2020. Holders
of 16,859,288 shares of PTAC’s common stock, or 99.99% of the
issued and outstanding shares, voted in favor of the transaction.
The parties expect the closing of the transaction to occur on
December 23, 2020.
Upon closing, the combined company will be renamed "Porch Group,
Inc." and its common stock and warrants will begin trading on The
Nasdaq Stock Market (“Nasdaq”) under the ticker symbols "PRCH" and
“PRCHW” on Thursday, December 24, 2020. To celebrate the closing,
Porch Founder and CEO Matt Ehrlichman will ring the opening bell
virtually on the Nasdaq Stock Exchange at 9:30 a.m. Eastern time on
December 24th.
PTAC also announced that stockholders holding 17,249,600 shares
(or 99.99%) elected to retain their common stock. As a result,
approximately $173 million will remain in PropTech’s trust account
and be released upon the closing of the Business Combination.
Including the $150 million fully committed common stock private
investment announced with the definitive Business Combination
agreement, Porch expects to receive over $322 million in gross
proceeds at the closing of the Business Combination.
“We are grateful for our shareholders’ support as we advance our
mission to make the home simple, from moving to maintaining and
everything in between,” said Porch Founder and CEO Matt Ehrlichman.
“With more than $322 million in total liquidity before debt paydown
and transaction fees, we have the resources to accelerate our
vertical SaaS and reoccurring B2B2C transaction revenue platform.
We look forward to a successful public listing, delivering strong
shareholder returns, and building a truly great and enduring
company.”
Tom Hennessy, chairman, co-CEO and president of PropTech,
commented: “We are thrilled about the overwhelmingly strong
reception from our shareholders as we officially bring Porch to the
public market. We believe Porch will be an enduring public company
given its proven revenue model, high gross and contribution
margins, and massive total addressable market. This transaction
accelerates both near- and long-term growth levers and we believe
that Porch can deliver high growth to shareholders for years to
come.”
Forward-Looking StatementsCertain statements in
this press release may be considered “forward-looking statements”
within the meaning of the “safe harbor” provisions of the United
States Private Securities Litigation Reform Act of 1995.
Forward-looking statements generally relate to future events or
PTAC’s or Porch’s future financial or operating performance. These
statements are based on the beliefs and assumptions of the
management of PTAC and Porch. Although PTAC and Porch believe that
their respective plans, intentions and expectations reflected in or
suggested by these forward-looking statements are reasonable,
neither PTAC nor Porch can assure you that either will achieve or
realize these plans, intentions or expectations. Forward-looking
statements are inherently subject to risks, uncertainties and
assumptions. Generally, statements that are not historical facts,
including statements concerning possible or assumed future actions,
business strategies, events or results of operations, are
forward-looking statements. These statements may be preceded by,
followed by or include the words “believes,” “estimates,”
“expects,” “projects,” “forecasts,” “may,” “will,” “should,”
“seeks,” “plans,” “scheduled,” “anticipates,” “intends” or similar
expressions. Forward-looking statements contained in this press
release include, but are not limited to, statements about the
anticipated merger closing timing and the ability of PTAC and Porch
prior to the merger, and the combined company following the merger
(“New Porch”), to: access, collect and use personal data about
consumers; execute its business strategy, including monetization of
services provided and expansions in and into existing and new lines
of business; anticipate the impact of the coronavirus disease 2019
(“COVID-19”) pandemic and its effect on business and financial
conditions; manage risks associated with operational changes in
response to the COVID-19 pandemic; meet the closing conditions to
the merger, including approval by stockholders of PTAC and Porch on
the expected terms and schedule; realize the benefits expected from
the proposed merger; anticipate the uncertainties inherent in the
development of new business lines and business strategies; retain
and hire necessary employees; increase brand awareness; attract,
train and retain effective officers, key employees or directors;
upgrade and maintain information technology systems; acquire and
protect intellectual property; meet future liquidity requirements
and comply with restrictive covenants related to long-term
indebtedness; effectively respond to general economic and business
conditions; maintain the listing on, or the delisting of PTAC’s or
New Porch’s securities from, NASDAQ or an inability to have our
securities listed on the NASDAQ or another national securities
exchange following the merger; obtain additional capital, including
use of the debt market; enhance future operating and financial
results; successfully execute expansion plans; anticipate rapid
technological changes; comply with laws and regulations applicable
to its business, including laws and regulations related to data
privacy and insurance operations; stay abreast of modified or new
laws and regulations applying to its business, including copyright
and privacy regulation; anticipate the impact of, and response to,
new accounting standards; respond to fluctuations in foreign
currency exchange rates and political unrest and regulatory changes
in international markets from various events; anticipate the
significance and timing of contractual obligations; maintain key
strategic relationships with partners and distributors; respond to
uncertainties associated with product and service development and
market acceptance; anticipate the impact of new U.S. federal income
tax law, including the impact on deferred tax assets; successfully
defend litigation; successfully deploy the proceeds from the
merger; and other risks and uncertainties set forth in the section
entitled “Risk Factors” and “Cautionary Note Regarding
Forward-Looking Statements” in PTAC’s Annual Report on Form 10 K
for the fiscal year ended December 31, 2019, the section entitled
“Risk Factors” in PTAC’s Quarterly Reports on Form 10-Q for the
quarterly periods ended March 31, 2020, June 30, 2020 and September
30, 2020, the sections entitled “Risk Factors” and “Forward-Looking
Statements; Market, Ranking and Other Industry Data” in the
definitive proxy statement/consent solicitation
statement/prospectus filed by PTAC and other documents of PTAC
filed, or to be filed, with the SEC. Nothing in this press release
should be regarded as a representation by any person that the
forward-looking statements set forth herein will be achieved or
that any of the contemplated results of such forward looking
statements will be achieved. You should not place undue reliance on
forward-looking statements, which speak only as of the date they
are made. Neither PTAC nor Porch undertakes any duty to update
these forward-looking statements, except as otherwise required by
law.
About Porch GroupSeattle-based
Porch Group, the vertical software platform for the home, provides
software and services to more than 10,500 home services companies
such as home inspectors, moving companies, real estate agencies,
utility companies, and warranty companies. Through these
relationships and its multiple brands, Porch provides a moving
concierge service to homebuyers, helping them save time and make
better decisions on critical services, including insurance, moving,
security, TV/internet, home repair and improvement, and more. To
learn more about Porch, visit porchgroup.com.
About PropTech Acquisition
CorporationPropTech Acquisition Corporation is a special
purpose acquisition company formed for the purpose of effecting a
merger, capital stock exchange, asset acquisition, stock purchase,
reorganization or similar business combination with one or more
businesses focused on real estate technology. For more information,
visit proptechacquisition.com.
Investor Relations contact:Gateway Investor
RelationsCody Slach, Matt Glover(949)
574-3860PTAC@gatewayir.com
PropTech
Contact:contact@proptechacquisition.com
PropTech Acquisition (NASDAQ:PTAC)
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