General
We are a newly incorporated blank check company incorporated as a Delaware corporation for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout this prospectus as our initial business combination. We have not selected any business combination target and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any business combination target.
We are sponsored by Fintech Acquisition LLC, which is an affiliate of Figure Technologies, Inc. Figure is a technology company offering financial solutions leveraging blockchain, artificial intelligence, and advanced analytics. Figure serves both individuals and institutions with products spanning home improvement, debt consolidation, retirement, capital table management, and fund services. Established in 2018 in San Francisco, California, Figure has raised over $220 million in funding from leading early stage and corporate venture investors including Ribbit Management, the Partners at DST Global, RPM Ventures, Nimble Ventures and Morgan Creek, among others. In addition, Ellington Management Group, LLC owns a significant economic interest in Fintech Acquisition LLC and has the right to designate a director for election to our board of directors. Ellington is an alternative investment adviser which manages assets across funds and accounts spanning diversified credit, mortgages and related markets.
We intend to leverage the deep relationships and diverse industry knowledge of our sponsor, management team and Ellington in order to pursue exceptional opportunities in the financial technology and financial services sector. Our team’s extensive operating, investing, and industry experience will be critical to identify, negotiate, and structure a strong transaction. We seek to acquire a business that has already achieved significant scale but stands to benefit from the application of Figure’s proprietary technology to drive growth and operating improvements. In particular, we seek to acquire a business that can benefit from leveraging Figure’s technology platform built on Provenance blockchain (the “Figure Provenance Platform”).
Provenance blockchain is a blockchain with demonstrated value optimizing asset origination, asset financing, asset sales, securitization, investment fund services, banking, and payments. In the context of securitization, the Figure Provenance Platform and Provenance blockchain supported the first securitization backed by loans originated, serviced, financed, and sold entirely on the blockchain. The aggregate benefit to all parties of this securitization (e.g., originator, sponsor, servicer, loan buyer) totaled over 100 basis points in reduced costs, representing potential savings of over $30 billion to the $3 trillion annual securitization market. We feel that making the Figure Provenance Platform available to an acquisition target may make our offering more attractive and offer immediate financial market benefit.
We may pursue an acquisition opportunity in any industry, sector, or geographic region, but intend to concentrate efforts on businesses in the financial technology and financial services sector including, but not limited to, services and technology businesses that provide support to the financial services sector. Given the depth and diversity of our network and the experience of our management team, target market segments span family-owned businesses, corporate carve-outs, private equity-owned businesses and venture capital-based business.
MANAGEMENT TEAM
We believe that our management team is well positioned to identify attractive business combination opportunities with high growth potential, strong value propositions, and compelling competitive positions. Our Chairman and President have decades of experience investing in, launching, and growing leading companies in the financial technology and financial services sector, while our Chief Executive Officer brings 30+ years of experience as a senior executive in the financial services and mortgage banking business. Our objective is to generate attractive returns for our shareholders and enhance value through technology and operational improvements to organically or inorganically grow the business we acquire.
Michael Cagney will serve as our Chairman of the Board of Directors. Mr. Cagney has been a member of the Board of Directors of Figure and has served as Figure’s CEO since its inception in March 2018. From 2011 to 2017, Mr. Cagney was CEO and Chairman of the Board of SoFi, a technology and financial services company. From 2006 to 2016, Mr. Cagney served as Managing Partner of Cabezon Investment Group, a hedge fund manager. From 2010 to 2016, Mr. Cagney served as Chairman of ReFlow, a technology and financial services company. Mr. Cagney has a BA, Economics (1993) and a MS, Applied Economics and Finance (1994) from the University of California, Santa Cruz, and a MS, Management (2011) from Stanford University Graduate School of Business.
Christopher D. Davies will serve as our Chief Executive Officer and a Director. Mr. Davies is currently the Head of Lending for Figure. Previously, he served as Head of Global Mort-gage and CEO of CitiMortgage at Citibank, where he was responsible for mortgage sales and fulfillment across the North America, Capital Markets, International Mortgages and Corp Holdings divisions, a role he left in October 2019. Mr. Davies joined Citi in March 2014 as Head of Mortgage Originations in North America and of Corp Holdings. Prior to joining Citi, Mr. Davies held a number of executive positions at leading financial institutions. From 2012 through 2014, he served as CEO of QBE First, a commercial and personal insurance company. Mr. Davies also served as President of Capital One Home Loans (2009-2012), where he built a stand-alone mortgage servicing operation and managed a $50 billion servicing and as-set portfolio. From 2007 through 2009, Mr. Davies was the CEO and Vice Chairman of LendingTree where he provided strategic direction for all aspects of the country’s leading online lending exchange. Before joining Lending Tree, Mr. Davies had an extensive career at Wachovia (1988-2006), where he served most recently as CEO of Wachovia Mortgage Corp. He has served as an Executive Board member for Clemson University Business School and an OCC expert speaker on mortgage industry best practices for the Office of the Comptroller of the Currency. He holds a B.S. in Financial Management from Clemson University.
Asiff Hirji will serve as our President. Mr. Hirji is the President of Figure, where he runs the company and is focused on scaling the core lending and banking businesses, expanding internationally and launching new products. Mr. Hirji was formerly President & Chief Operating Officer of Coinbase, the world’s leading crypto currency company. Prior to Coinbase, he was an investor and advisor in the private equity and venture capital spaces, including as an operating partner at Andreessen Horowitz focusing on scaling portfolio companies, and as a Senior Advisor with Bain Capital and Advent International, helping to drive their technology investment efforts. From 2014 to 2016, Mr. Hirji was Chief Restructuring Officer of HP reporting to CEO Meg Whitman, where he led a global $14 billion, 90,000 employee business serving most of the Fortune 500 companies. From 2007 to 2013, Mr. Hirji was a Partner with TPG Capital, where he helped lead investing efforts in Financial Services, Technology, Media and E-commerce. From 2003 to 2007, Mr. Hirji was an executive officer of TD Ameritrade, where he served successively as CIO, COO, and then President, helping to build the company into the world’s largest online broker. Prior to TD Ameritrade, Mr. Hirji was a Partner at Bain & Co. and a leader of their IT and Financial Services practices. Before Bain, Mr. Hirji was President and Chief Technology Officer for Netfolio, an online investment advisor start-up. He was also a founding member and Partner of the Mitchell Madison Group, a global strategic consultancy that specializes in Financial Services and Technology. Mr. Hirji also serves on the boards of Nubank and Forge, is a former public board member of Advent Software and Citrix Systems Inc., and served on the boards of Saxo Bank, TES Global, RentPath, and Eze Software. Mr. Hirji has also taught a highly rated MBA course on Private Equity at the University of Berkeley’s, Haas School of Business, where he now guest lectures. Mr. Hirji began his career at IBM Labs as a software engineer. Mr. Hirji received an MBA with honors from the University of Western Ontario, and his bachelor’s degree in Computer Science from the University of Calgary.
Thomas J. Milani will serve as our Chief Financial Officer. He is currently the Chief Financial Officer of Figure, and has been with the company since its inception in January 2018. At Figure, Mr. Milani heads up finance, accounting, capital markets and treasury management. Previously, Mr. Milani was employed by SoFi from 2016 to 2018 where he headed up the New Products Group. He also led the acquisition of ZenBanx, Inc., which facilitated SoFi’s entry into the digital banking space. Prior to SoFi, Mr. Milani was an investment professional at Apollo Global Management from 2015 to 2016. At Apollo, Mr. Milani focused on corporate strategy as well as investing in assets and companies in the lending, specialty finance and financial technology space. Prior to Apollo, Mr. Milani was an investment banker at Sandler O’Neill and BMO Capital Markets covering the financial institutions space. In these roles, Mr. Milani advised on mergers & acquisitions and raised equity and debt capital for companies including specialty lenders, financial technology companies, exchanges, depositories, insurance companies and asset managers. Mr. Milani graduated from Villanova University in 2011 with a Bachelors in Business Administration with concentrations in Finance and Real Estate.