Announcement • Jan 28
NYSE to File Form 25 with the U.S. Securities and Exchange Commission to Delist G Squared Ascend I Inc.'s Securities G Squared Ascend I Inc. announced that it will redeem all of its outstanding Class A ordinary shares, par value $0.0001 per share (the ‘Public Shares’), effective as of the close of business on February 9, 2023, because the Company will not consummate an initial business combination within the time period required by its Amended and Restated Memorandum and Articles of Association (the ‘Articles’). The last day of trading will be February 8, 2023. As of the close of business on February 9, 2023, the Public Shares will be deemed cancelled and will represent only the right to receive the Redemption Amount. The Company's sponsor has waived its redemption rights with respect to the outstanding Class B ordinary shares held by the sponsor. After February 9, 2023, the Company shall cease all operations except for those required to wind up the Company's business. The Company expects that the New York Stock Exchange will file a Form 25 with the U.S. Securities and Exchange Commission (the ‘Commission’) to delist its securities. The Company thereafter expects to file a Form 15 with the Commission to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended. Announcement • Nov 15
G Squared Ascend I Inc. announced delayed 10-Q filing On 11/14/2022, G Squared Ascend I Inc. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Oct 12
Transfix, Inc. cancelled the acquisition of G Squared Ascend I Inc. (NYSE:GSQD) from G Squared Ascend Management I, LLC and others in a reverse merger transaction. Transfix, Inc. entered into a definitive agreement to acquire G Squared Ascend I Inc. (NYSE:GSQD) from G Squared Ascend Management I, LLC and others in a reverse merger transaction for approximately $800 million on September 20, 2021. Upon the closing of the transaction, 84 million shares of G Squared Ascend I will be issued to existing Transfix shareholders. Upon completion, existing Transfix shareholders will own 69.4% of the combined company, with G Squared Ascend I public stockholders owning approximately 23.9%. The combined company is expected to be listed on the NYSE under the ticker symbol “TF."
Lily Shen, Transfix’s Chief Executive Officer and President, and Drew McElroy, Transfix’s Co-Founder and Chairman of the Board of Transfix, will continue in their current roles along with the rest of the Transfix executive team. The transaction is subject to, approval by G Squared Ascend I’s stockholders of the merger; satisfaction of the other customary closing conditions, including that the U.S. Securities and Exchange Commission completes its review of the proxy statement; the receipt of certain regulatory approvals; Registration Statement Effectiveness and approvals to list the securities of the combined company. The Transaction will also include a Minimum Cash Condition of $200 million. The boards of directors for both Transfix and G Squared Ascend I have unanimously approved the proposed business combination. Registration Statement has not yet been declared effective. After the Registration Statement is declared effective, the definitive proxy statement/prospectus will be mailed to shareholders of G Squared as of a record date to be established for voting on Business Combination. Closing of transaction is expected by the end of the first quarter 2022. As of February 15, 2022, the transaction is expected to close in the second quarter of 2022.
J.P. Morgan Securities LLC is serving as financial advisor to Transfix. Latham & Watkins LLP, O’Melveny & Myers, LLP, and McCarter & English, LLP are serving as legal counsel to Transfix. UBS Securities LLC is serving as capital markets advisor to G Squared Ascend I. Goodwin Procter LLP is serving as legal counsel to G Squared Ascend I. Mark Zimkind of Continental Stock Transfer & Trust Company acted as transfer agent to G Squared Ascend I Inc. RSM US LLP, Dow Jones & Company, Inc. and Mazars USA LLP acted as due diligence providers for G Squared Ascend.
Transfix, Inc. cancelled the acquisition of G Squared Ascend I Inc. (NYSE:GSQD) from G Squared Ascend Management I, LLC and others in a reverse merger transaction on October 11, 2022. 
