The combination was approved by 97.4% of participating shares, but it also saw 19,585,174 shares redeemed, removing about 77.4% of the value of its trust, estimated at $253 million heading into the vote.
The deal will still bring $251 million in proceeds to Innovid after redemptions and expenses, which narrowly clears the bar of its $250 million minimum cash condition. But, the transaction was likely not at risk of missing this threshold as ION 2 added $50 million to the PIPE in late October to support the transaction and its sponsor has said it would purchase additional shares if need be towards close.
ION 2 now expects to close the deal later today and the combined company’s ordinary shares and warrants are set to begin trading on the NYSE beginning on Wednesday, December 1 under the ticker symbols “CTV” and “CTV.WS” respectively.
ION 2 initially announced its $1.1 billion deal with Innovid in June. New York-based Innovid is an omnichannel advertising and analytics platform placing video marketing on streaming and social media services.
Innovid is set to be the second ad company that started up in Israel that the ION team has taken to public markets this year having announced a deal with Taboola (NASDAQ:TBLA) in January. TBLA closed yesterday at $8.15.
- Evercore LLC acted as sole financial and capital markets advisor to Innovid and also acted as a placement agent on the PIPE.
- Latham & Watkins LLP and FWMK Law Offices acted as legal counsel to Innovid.
- Morgan Stanley acted as sole financial advisor to ION and also acted as lead placement agent to ION on the PIPE.
- White & Case LLP and Goldfarb Seligman & Co. acted as legal counsel to ION.
- Debevoise & Plimpton LLP acted as legal counsel to the placement agents.
- Kost Forer, Gabbay & Kasierer, a member of Ernst & Young Global Limited, is acting as independent auditor.