A cross-departmental Matheson team led by Fergus Bolster with fellow Partners, David Jones, Susanne McMenamin, John Ryan, Aidan Fahy and Pat English, together with team members Grainne Boyle, Conor Bates, Anna O’Carroll, Cillian Dervan and Kevin Lavin, is pleased to have advised Circle Internet Financial Limited on new transaction terms to go public agreed with Concord Acquisition Corp (NYSE: CND), a publicly traded special purpose acquisition company (or SPAC), in place of the business combination originally announced in July 2021.
The new agreement sets Circle's enterprise value at $9 billion, increased from the $4.5 billion originally announced in July 2021.
Circle is a global financial technology firm that enables businesses of all sizes to harness the power of digital currencies and public blockchains for payments, commerce and financial applications worldwide. Circle is the issuer of USD Coin (USDC), one of the fastest growing dollar digital currencies powering always-on internet-native commerce and payments.
Under the terms of the new agreement, the holding company that was set up in connection with the original business combination will acquire both Concord and Circle and become a publicly-traded business, expected to trade on the NYSE under the symbol “CRCL”. The new agreement replaces the prior business combination agreement, which for a variety of reasons outside of the parties’ control could not be completed by the termination date of 3 April 2022. The new agreement has an initial outside date of 8 December 2022 with the potential to extend such date to 31 January 2023 under certain circumstances.
Our leading team of corporate and tax lawyers has consistently been at the forefront of advising on the largest and most complex re-domiciliation, inversion, M&A and capital markets transactions involving Irish registered companies listed on national US markets, and brings unparalleled experience, expertise and practical knowledge of how to navigate the territory where Irish and US securities regulation, tax and company law and governance intersect.
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Matheson is standing Irish legal and tax counsel to approximately one third of large and mid-cap Irish registered companies listed on the NYSE and Nasdaq.