All owners of SSPK Common Stock as of May 19,
2021 are encouraged to vote their shares before June 9, 2021
Silver Spike Acquisition Corp. (Nasdaq: SSPK), a publicly traded
special purpose acquisition company (“Silver Spike”), and WM
Holding Company, LLC (“WMH” or the “Company”), a leading technology
and software infrastructure provider to the cannabis industry,
today announced that Silver Spike’s registration statement on Form
S-4 (File No. 333-252186), relating to the previously announced
merger of Silver Spike and WMH, has been declared effective by the
U.S. Securities and Exchange Commission. Silver Spike also
announced that it will hold the extraordinary general meeting of
shareholders (the “Special Meeting”) on Tuesday June 10, 2021 at
10:00 a.m. ET to approve, among other things, the business
combination with WMH. The Special Meeting will be held at the
offices of Silver Spike, located at 660 Madison Ave., Suite 1600,
New York, New York 10065.
Shareholders of record as of May 19, 2021 are entitled to
receive notice of and to vote at the Special Meeting. Shareholders
are encouraged to vote before 11:59 p.m. ET on June 9, 2021.
If the proposals at the Special Meeting are approved, the
parties anticipate that the business combination will close shortly
thereafter, subject to the satisfaction or waiver (as applicable)
of all other closing conditions. Upon consummation of the business
combination, Silver Spike intends to change its name to “WM
Technology, Inc.” and apply for the continued listing on the Nasdaq
of its Class A common stock and warrants under the symbols “MAPS”
and “MAPSW,” respectively.
Silver Spike shareholders who need assistance in completing the
proxy card, need additional copies of the proxy materials, or have
questions regarding the Special Meeting may contact Silver Spike’s
proxy solicitor, D.F. King & Co., Inc., at (212) 269-5550
(banks and brokers call collect at (877) 478-5045) or email at
SSPK@dfking.com.
About WM Holding Company, LLC
WM Holding’s mission is to power a transparent and inclusive
global cannabis economy. Now in its second decade, WMH has been a
driving force behind much of the legislative change we’ve seen in
the past 10 years.
WM Holding Company, LLC (“WM Holding” or “WMH” or “the
Company”), parent company of Weedmaps and its WM Business SaaS
offering, is the leading technology and software infrastructure
provider to the cannabis industry. Founded in 2008, WMH is the
leading two-sided marketplace and SaaS provider to the cannabis
industry, comprising the Company’s B2C marketplace, Weedmaps, and
its B2B software, WM Business. The Company’s cloud-based SaaS
solutions provide an end-to-end operating system for cannabis
retailers. These tools support compliance with the complex,
disparate and constantly evolving regulations applicable to the
cannabis industry. Underlying this compliance functionality is a
proprietary and sophisticated rules engine that is a core
underpinning of the WM Business SaaS platform. Through its website
and mobile apps, WM Holding provides consumers with the latest
information, data and availability of cannabis products,
facilitating product discovery and driving sales for our customers.
The Company holds a strong belief in the power of cannabis and the
importance of enabling safe, legal access to consumers worldwide.
Since inception, WMH has worked tirelessly, not only to be the most
comprehensive platform for consumers, but to build the software
solutions that power businesses compliantly in the space, to
advocate for legalization, social equity, and licensing in many
jurisdictions, and to facilitate further learning through
partnering with dozens of subject matter experts on providing
detailed, accurate information about the plant.
Headquartered in Irvine, California, WMH employs approximately
400 professionals around the world, including in Denver, New York,
Ontario, Canada and Barcelona, Spain. Visit us at
www.weedmaps.com/investors.
About Silver Spike Acquisition Corp.
Silver Spike Acquisition Corp. (SSAC), an affiliate of Silver
Spike Capital, is a blank check company formed for the purpose of
effecting a merger, amalgamation, share exchange, asset
acquisition, share purchase, reorganization, or similar business
combination with one or more businesses.
The management team and board of directors are composed of
veteran cannabis and finance industry executives and founders,
including Scott Gordon, founder, and CEO of the Company, who began
investing in the cannabis industry in 2014 and in 2016 co-founded
and became Chairman of Egg Rock Holdings, the parent company of the
Papa & Barkley family of cannabis products with related
subsidiary assets in manufacturing, processing and logistics; and
Dr. Orrin Devinsky, director of the Company, who is the director of
the NYU Langone Comprehensive Epilepsy Center and is a Professor of
Neurology, Neuroscience, Psychiatry, and Neuroscience at the NYU
School of Medicine and who, since 2016 has served as the Chair of
the Medical Advisory Board at Tilray, a pharmaceutical and cannabis
company.
About Silver Spike Capital
Silver Spike Capital is an investment manager focused on the
cannabis and alternative health & wellness industries. The firm
offers diversified private credit and equity-related investment
opportunities in the emerging and rapidly accelerating state and
federally compliant cannabis, hemp, and other cannabinoid sectors.
Silver Spike also manages a venture fund focused on the nascent
psychedelics industry.
With over three decades of investment experience, Silver Spike’s
investment professionals include early cannabis investors,
entrepreneurs, operators, and researchers as well as emerging
market finance veterans experienced in complex legal and regulatory
characteristics that mirror the current cannabis landscape
today.
Silver Spike Capital is headquartered in New York with a
satellite office in Toronto. To learn more, please visit us at
www.silverspikecap.com.
Forward-Looking Statements
The information in this press release includes “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 may be identified by the use of words
such as “estimate,” “plan,” “project,” “forecast,” “intend,”
“will,” “expect,” “anticipate,” “believe,” “seek,” “target” or
other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding estimates and forecasts of financial and
performance metrics, projections of market opportunity and market
share, expectations and timing related to commercial product
launches, potential benefits of the transaction and the potential
success of WMH's go-to-market strategy, and expectations related to
the terms and timing of the transaction. These statements are based
on various assumptions, whether or not identified in this press
release, and on the current expectations of WMH’s and Silver
Spike’s management and are not predictions of actual performance.
These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as, and must not be
relied on by any investor as, a guarantee, an assurance, a
prediction or a definitive statement of fact or probability. Actual
events and circumstances are difficult or impossible to predict and
will differ from assumptions. Many actual events and circumstances
are beyond the control of WMH and Silver Spike. These
forward-looking statements are subject to a number of risks and
uncertainties, including changes in domestic and foreign business,
market, financial, political and legal conditions; the inability of
the parties to successfully or timely consummate the proposed
business combination, including the risk that any required
regulatory approvals are not obtained, are delayed or are subject
to unanticipated conditions that could adversely affect the
combined company or the expected benefits of the proposed business
combination or that the approval of the shareholders of Silver
Spike or WMH is not obtained; failure to realize the anticipated
benefits of the proposed business combination; risks relating to
the uncertainty of the projected financial information with respect
to WMH; future global, regional or local economic and market
conditions affecting the cannabis industry; the development,
effects and enforcement of laws and regulations, including with
respect to the cannabis industry; WMH’s ability to successfully
capitalize on new and existing cannabis markets, including its
ability to successfully monetize its solutions in those markets;
WMH’s ability to manage future growth; WMH’s ability to develop new
products and solutions, bring them to market in a timely manner,
and make enhancements to its platform and WMH’s ability to maintain
and grow its two sided digital network, including its ability to
acquire and retain paying customers; the effects of competition on
WMH’s future business; the amount of redemption requests made by
Silver Spike’s public shareholders; the ability of Silver Spike or
the combined company to issue equity or equity-linked securities in
connection with the proposed business combination or in the future;
the outcome of any potential litigation, government and regulatory
proceedings, investigations and inquiries; and those factors
discussed in Silver Spike’s final prospectus dated August 7, 2019,
Annual Report on Form 10-K for the fiscal year ended December 31,
2020 and Quarterly Report on Form 10-Q for the quarter ended March
31, 2021 and the Registration Statement (defined below), in each
case, under the heading “Risk Factors,” and other documents of
Silver Spike filed, or to be filed, with the Securities and
Exchange Commission (“SEC”). If any of these risks materialize or
our assumptions prove incorrect, actual results could differ
materially from the results implied by these forward-looking
statements. There may be additional risks that neither Silver Spike
nor WMH presently know or that Silver Spike and WMH currently
believe are immaterial that could also cause actual results to
differ from those contained in the forward-looking statements. In
addition, forward-looking statements reflect Silver Spike’s and
WMH’s expectations, plans or forecasts of future events and views
as of the date of this press release. Silver Spike and WMH
anticipate that subsequent events and developments will cause
Silver Spike’s and WMH’s assessments to change. However, while
Silver Spike and WMH may elect to update these forward-looking
statements at some point in the future, Silver Spike and WMH
specifically disclaim any obligation to do so. These
forward-looking statements should not be relied upon as
representing Silver Spike’s and WMH’s assessments as of any date
subsequent to the date of this press release. Accordingly, undue
reliance should not be placed upon the forward-looking
statements.
Additional Information About the Proposed Business
Combination and Where To Find It
The proposed business combination will be submitted to
shareholders of Silver Spike for their consideration. Silver Spike
has filed a registration statement on Form S-4 (the “Registration
Statement”) with the SEC which includes the definitive proxy
statement to be distributed to Silver Spike’s shareholders in
connection with Silver Spike’s solicitation for proxies for the
vote by Silver Spike’s shareholders in connection with the proposed
business combination and other matters as described in the
Registration Statement, as well as the prospectus relating to the
offer of the securities to be issued to WMH’s shareholders in
connection with the completion of the proposed business
combination. The Registration Statement was declared effective by
the SEC on May 25, 2021. Silver Spike will mail a definitive proxy
statement and other relevant documents to its shareholders as of
the record date established for voting on the proposed business
combination. Silver Spike's shareholders and other interested
persons are advised to read the proxy statement / prospectus, in
connection with Silver Spike's solicitation of proxies for its
special meeting of shareholders to be held to approve, among other
things, the proposed business combination, because these documents
will contain important information about Silver Spike, WMH and the
proposed business combination. Shareholders may also obtain a copy
of the definitive proxy statement as well as other documents filed
with the SEC regarding the proposed business combination and other
documents filed with the SEC by Silver Spike, without charge, at
the SEC's website located at www.sec.gov or by directing a request
to 660 Madison Ave Suite 1600, New York, NY 10065 or
notices@silverspikecap.com.
Participants in the Solicitation
Silver Spike, WMH and certain of their respective directors,
executive officers and other members of management and employees
may, under SEC rules, be deemed to be participants in the
solicitations of proxies from Silver Spike’s shareholders in
connection with the proposed business combination. Information
regarding the persons who may, under SEC rules, be deemed
participants in the solicitation of Silver Spike’s shareholders in
connection with the proposed business combination is set forth in
is the Registration Statement filed with the SEC. You can find more
information about Silver Spike’s directors and executive officers
in the Registration Statement and the proxy statement / prospectus.
Shareholders, potential investors and other interested persons
should read the proxy statement / prospectus carefully before
making any voting or investment decisions. You may obtain free
copies of these documents from the sources indicated above.
No Offer or Solicitation
This press release not constitute an offer to sell or the
solicitation of an offer to buy any securities, or a solicitation
of any vote or approval, nor shall there be any sale of securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210527005567/en/
Media: Travis Rexroad, trexroad@weedmaps.com Investor
Relations: Greg Stolowitz, gstolowitz@weedmaps.com
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