お知らせ • Jun 02
Robinhood Markets, Inc. (NasdaqGS:HOOD) completed the acquisition of WonderFi Technologies Inc. (TSX:WNDR).
Robinhood Markets, Inc. (NasdaqGS:HOOD) entered into a definitive agreement to acquire WonderFi Technologies Inc. (TSX:WNDR) for approximately CAD 250 million on May 12, 2025. Pursuant to the Arrangement Agreement, the Robinhood will acquire all of the issued and outstanding common shares of the Company for CAD 0.36 per Common Share. The all-cash purchase price represents a total equity value of approximately CAD 250 million on a fully diluted, in-the-money basis. The transaction will be financed through equity investment of CAD 250 million. In case of termination of transaction, WonderFi will pay a termination fee of CAD 10.70 million. A special committee of independent directors of the board of directors of WonderFi (the "Board") was established to consider and evaluate the proposed transactions that ultimately led to entering into the Arrangement Agreement.
The Arrangement is also subject to customary conditions, including approval of the Supreme Court of British Columbia, approval under the Competition Act (Canada) and the approvals of the Canadian Securities Administrators and the Canadian Investment Regulatory Organization and shareholder approval. Accordingly, the Special Committee unanimously recommended that the Board approve the Arrangement. Subject to satisfaction of such conditions The Board of Directors of WonderFi Technologies Inc. formed a special committee for the transaction. The expected completion of the transaction is during the second half of 2025. As of July 17, 2025, WonderFi announced that its securityholders voted in favor of the proposed acquisition at a special meeting of securityholders. As of July 21, 2025, Supreme Court of British Columbia issued a final order approving the transaction. As of May 20, 2026, Canadian Investment Regulatory Organization approved the transaction. As of December 19, 2025, completion of the Transaction is extended to June 1, 2026. WonderFi continues to anticipate a closing in the first half of 2026, subject to the satisfaction or waiver of the remaining conditions to closing of the Transaction as set forth in the Arrangement Agreement.
Financial Technology Partners and Michael Kogan, Jamie Nagy and Matthew Wiebe of Canaccord Genuity Corp. acted as financial advisor and provided fairness opinion to WonderFi. Origin Merchant Partners acted as the Special Committee's financial advisor and provided fairness opinion of WonderFi. PowerOne Capital Markets Limited acted as financial advisor to WonderFi. Goodmans LLP acted as legal counsel to the Special Committee of WonderFi. Jeff Durno, David Gardos, Evan Low, Davit Akman, Danielle DiPardo, Brenda Swick and Zahra Nurmohamed of Cassels Brock & Blackwell LLP acted as legal counsel to WonderFi, and Geoffrey Cher and Katy Pitch of Mintz LLP acted as regulatory counsel to WonderFi. J.P. Morgan Securities, LLC acted as exclusive financial advisor to Robinhood. Zain Rizvi, Andrew Mihalik, Elisa K. Kearney, Andrew Ellis, Sabina Han, Shari Cohen, Chenyang Li, Sumeet Dang, Alexander Max Jarvie and Meaghan Kenley of Davies Ward Phillips & Vineberg LLP acted as its legal counsel to Robinhood Markets.
Robinhood Markets, Inc. (NasdaqGS:HOOD) completed the acquisition of WonderFi Technologies Inc. (TSX:WNDR) on June 1, 2026. The shares are expected to be de-listed from the Toronto Stock Exchange on or about the close of trading on June 2, 2026. It is anticipated that WonderFi wi l apply to cease to be a reporting issuer under applicable Canadian securities laws.