FirstMark Horizon Acquisition Corp. is a blank check company newly 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 or entities, which we refer to throughout this prospectus as our initial business combination. We have not selected any potential business combination target and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any potential business combination target. While we may pursue an initial target business in any stage of its corporate evolution or in any industry or sector, we initially intend to focus our search on target businesses in the technology industry.
Our mission is to drive long-term value creation by actively supporting the next-generation of iconic public companies. We seek to serve as a bridge between entrepreneurs and public investors by providing a compelling alternative path to access public markets. Our significant experience investing in high growth companies at early and late stages, as well as our extensive personal relationships and broad network created by a long history in technology investing provide us with a competitive advantage for sourcing exceptional opportunities.
We are seasoned technology investors who have spent decades successfully guiding companies from inception through IPO. Notably, our management team is composed of the founders and executives of FirstMark Capital (“FirstMark”), a prominent technology venture capital firm founded in 2008, with $2.2 billion in total capital commitments. FirstMark has backed entrepreneurs that have created leading companies, many valued over a billion dollars, including Shopify, Pinterest, Riot Games, DraftKings, Airbnb, Upwork, Discord, InVision, Dataiku, Pendo, Starry, JustWorks, Ro, and Carta. Today, the FirstMark portfolio includes over 90 companies across enterprise, consumer and frontier technologies. Notable investments include:
- Pinterest: FirstMark was the lead investor in Pinterest’s first round of seed financing and invested in each subsequent financing round. Pinterest (NYSE: PINS) went public in April 2019 and currently has a market capitalization of over $20 billion.
- Shopify: FirstMark invested in every financing round from Series A through IPO. Shopify (NYSE: SHOP) is currently valued at over $100 billion.
- DraftKings: FirstMark initially invested in DraftKings (NYSE: DKNG) in 2015 and continued through all subsequent equity rounds. In April 2020, DraftKings went public through a merger with a special purpose acquisition company.
- Riot Games: FirstMark led the first institutional investment financing of Riot Games and Richard Heitzmann joined its Board when the team was under 10 employees and years away from delivering its first game. In 2011, Riot was acquired by Tencent. In 2019, the League of Legends World Championship drew in more unique viewers than the SuperBowl, with nearly 100M unique viewers.
Over our history, FirstMark has repeatedly demonstrated an ability to identify early, sustainable investment opportunities and guide those entrepreneurs and companies to long term success. We are driven by a mission to provide our entrepreneurs with needed support throughout their journey, with access to capital or value-enhancing services. By providing an alternative to access public markets, FirstMark Horizon Acquisition Corp. is a natural extension of this core principle.
FirstMark is also differentiated by its approach to investing, typically serving as the lead investor and as an active partner to entrepreneurs once an investment has been made. FirstMark recognizes that iconic companies are not built with capital alone. From access to resources, talent introductions and Board participation, FirstMark is committed to driving long-term value for its entrepreneurs and stakeholders.
Our competitive advantage is furthered by the FirstMark Platform (the “Platform”). The Platform is a proprietary suite of events, resources, executive networks, and software designed to accelerate the success of companies backed by FirstMark. In particular, the Platform provides emerging technology companies with access to (1) recruiting services (including Board, executive, and non-executive talent recruitment); (2) go-to-market support through access to commercial and partnership opportunities with Fortune 1000 companies and strategic tech partners; and (3) operational support via access to private forums and networks of world-class operating leaders, who provide ongoing and on-demand company-building guidance.
In addition to accelerating the success of FirstMark-backed companies, the Platform also serves several key purposes with respect to FirstMark’s ability to identify and invest in world-class companies. First, the Platform services and events give FirstMark access to a vast network of entrepreneurs and ecosystem leaders. Since launching the Platform, FirstMark’s events and communities have engaged a network of thousands of founders, world-class operating executives and leaders from the tech ecosystem. The Platform is also a core element of FirstMark’s value proposition to emerging technology companies. We believe that when a company is selecting its capital partner, the Platform, and its ability to accelerate the development of FirstMark-backed companies, is a unique and compelling value-add for management.
Our management team consists of seasoned investors and industry executives with an extensive track record of identifying transformative trends across innovative subsectors of technology. We believe the team will be able to source valuable investment opportunities through an extensive and differentiated network of thought-leaders, entrepreneurs and strong operators. Additionally, given our extensive experience with capital markets and public market investors, we believe our management team is well-positioned to guide a company through the necessary measures needed for a publicly-traded entity.
Our management team is led by Richard Heitzmann, our Chief Executive Officer, and Amish Jani, our President and Chairman. Mr. Heitzmann and Mr. Jani bring a combined 41 years of experience in investing and have collaborated together for over 20 years as investment partners at FirstMark and Pequot Ventures.
Richard Heitzmann, our Chief Executive Officer and Director, has served as a Founder and Partner of FirstMark since 2008 and brings over 20 years of relevant investment experience. At FirstMark, he focuses on consumer and enterprise investments in media, commerce, gaming, software as a service and consumer services. Rick has led investments in market leaders such as Pinterest (NYSE: PINS), Airbnb, StubHub (acquired by eBay), First Advantage (Nasdaq: FADV, acquired by First American), Tapad (acquired by Telenor), DraftKings (Nasdaq: DKNG), Riot Games (acquired by Tencent), Ro, Imperfect Foods, Discord, Carta, Omaze and Dashlane. Mr. Heitzmann served as the lead partner in each of these investments and was pivotal in driving value accretive outcomes.
Prior to founding FirstMark, Mr. Heitzmann served as a Partner at Pequot Ventures from 1999 to 2008. In addition, Mr. Heitzmann was a founding member of the senior management team at First Advantage (Nasdaq: FADV) from 2003 to 2004 which he helped grow and sell to First American (NYSE: FAF). In 2020, Mr. Heitzmann was named to the Forbes’ Midas List as one of the world’s top venture capitalists. In addition, he has been recognized by CB Insights and the New York Times as a Top 100 Venture Capitalist globally . Rick holds a B.S.in Business Administration from Georgetown University and a M.B.A from The Harvard Business School.
Amish Jani, our President and Chairman of the Board of Directors, has served as a Founder and Partner of FirstMark since 2008 and has been an active venture capitalist for over 20 years. At FirstMark, he invests broadly across the cloud software and internet landscape, including software as a service applications, commerce, technology infrastructure and more. He has invested in industry-defining companies including Shopify (NYSE: SHOP), InVision, Tracelink, Starry, Pendo, Schoology (acquired by PowerSchool), Boomi (acquired by Dell), IMImobile (LSE: IMI), Aveksa (acquired by EMC), and more.
Prior to founding FirstMark, Mr. Jani served as a Partner with Pequot Ventures from 2000 to 2008. Mr. Jani has been recognized by CB Insights and the New York Times as a Top 100 Venture Capitalist globally. Mr. Jani holds both a B.S. (summa cum laude) and a M.B.A. from the Wharton School of Business at the University of Pennsylvania.
Eric D. Cheung
Eric D. Cheung, our Secretary and Director, has served as General Counsel for FirstMark since June 2019. Prior to joining FirstMark, Mr. Cheung was the General Counsel of Naspers Ventures from 2016 to 2019, now Prosus Ventures, where he helped launch the venture capital arm of one of the world’s largest tech investors, serving as lead counsel for venture investments into Delivery Hero, Swiggy, iFood, Byju’s and Udemy, amongst others. Previously, he was a corporate, M&A and securities law attorney at Gunderson Dettmer in New York, where he represented venture capital firms and emerging growth companies worldwide in transactions and matters throughout their life-cycle. Across his career, he was a critical member overseeing hundreds of investments and transactions.
Mr. Cheung is admitted to practice law in New York. He holds an LL.M in Taxation and a J.D. from the Georgetown University Law Center and a B.A. as a Dual Major in Politics, Philosophy and Economics and Comparative Literature from the University of Pennsylvania.
Daniel Gaisin, our Chief Financial Officer, is the Vice President of Finance at FirstMark and has been with the firm since 2008. He is responsible for fund management among other finance-related duties. Prior to FirstMark, Mr. Gaisin worked as Controller for Pequot Ventures in 2008 and before that, as Manager of accounting for Riverstone Holdings from 2007 to 2008. He began his career as an accountant with the Carlyle Group from 2004 to 2007. Mr. Gaisin received his B.S. in Accounting from Yeshiva University and is a Certified Public Accountant in the State of Virginia.
Our management team also includes Luis Ubiñas, Frederick Ball, Allison Goldberg and Jason Robins, our independent director nominees. Mr. Ubiñas most recently served as President of the Ford Foundation and prior to this, was a Senior Partner and Director at McKinsey & Company for approximately 20 years. Mr. Ball most recently served as Chief Financial Officer at Marketo Inc., a leading provider of a cloud-based marketing platform, and has held similar senior executive positions at other technology companies including, Webroot Software, BigBand Neworks, Inc. and Borland Software Corporation. Ms. Goldberg is currently a Partner at Saints Capital Media Ventures, a technology and digital media fund, and has over 15 years of experience serving in leadership roles at other venture capital and investment funds including, Advancit Capital and Time Warner Investments. Mr. Robins is currently Chairman, Co-Founder and Chief Executive Officer of DraftKings, Inc. (Nasdaq: DKNG), which he founded in 2012 and which recently became a public company by undergoing a business combination with a special purpose acquisition company.
Technology has redefined the playbook for driving value creation. Digital adoption and innovation has transformed almost every business, created new industries and redefined the global economy. As advancements across emerging technologies advance and converge, the effects will multiply to drive extraordinary change.
From interactive consumer media and commerce, artificial intelligence, blockchain, high speed wireless internet to cloud and edge computing, these technologies have the power to redefine the digital ecosystem. Ubiquitous connectivity and increasingly powerful mobile devices are changing how users go about their daily routines. Advances in artificial intelligence and machine learning offer step-function growth and significant efficiencies. In addition, the COVID-19 pandemic has created permanent and lasting changes in our lives and the way we interact with the world around us.
FirstMark Horizon Acquisition Corp. seeks to acquire a generational technology or technology-enabled business that capitalizes on these trends. Themes of particular interest include, but are not limited to:
- Enterprise Software
- Fundamental technology infrastructure
- Collaboration and workflow software
- Direct to Consumer Commerce
- Digital Marketplaces
- Digitization of healthcare
- Financial technology
- Gaming and consumer entertainment
Private companies have been built, levered to and accelerated by innovation across these themes. As of June 2020, we estimate there are 300 private U.S. technology companies with a valuation, as of the last round of financing, in excess of $1.0 billion.
Technology companies are staying private longer, leading to overcapitalization, postponing the implementation of good corporate governance, and limiting growth and liquidity opportunities. Despite advantages of the public markets, companies are delaying the traditional initial public offering (“IPO”) process, as it can often pose operational and price-discovery challenges.
A traditional IPO is often a significant operational burden to the management team, which could negatively impact the execution of business initiatives and hamper growth. We also believe that the traditional IPO book order process is an inefficient price discovery mechanism that negatively impacts long-term shareholder value.
FirstMark Horizon Acquisition Corp. is focused on identifying companies that are ready and would benefit from becoming a publicly traded entity. Allowing these private companies to access the public markets without requiring a traditional IPO creates a compelling alternative for these businesses to gain liquidity, diversify funding sources and benefit from public market exposure. The introduction of a SPAC allows for a familiar process to drive blossoming into a public company, through a structured negotiation with a trusted party appropriately incorporating the context for such companies.