Nebula Acquisition Corporation completes business combination with Open Lending Nasdaq: LPRO
AUSTIN, Texas, June 10, 2020 (GLOBE NEWSWIRE) – Open Lending, LLC (“Open Lending”), a leading provider of title loans activation and risk analysis solutions to financial institutions, and Nebula Acquisition Corporation (NASDAQ: NEBU) (“Nebula”), a special purpose acquisition company sponsored by True Wind Capital, LP (“True Wind Capital”), today announced the completion of its announced business combination agreement previously under which Nebula acquired Open Lending. The business combination was approved by Nebula shareholders at an extraordinary general meeting held yesterday.
Upon completion of the business combination, Nebula changed its name to Open Lending, and its common shares are expected to begin trading on the Nasdaq stock market under the ticker symbol “LPRO”, effective June 11, 2020. The stock price yesterday closed at $ 13.35, which is an increase of approximately 30% from Nebula’s closing stock price on June 5, 2020. The amendment to public warrants was not approved by the holders of warrants of Nebula at the extraordinary meeting of holders of warrants held yesterday; therefore, public warrants will remain in circulation.
Open Lending’s management team, led by John Flynn, Co-Founder, President and CEO and Ross Jessup, Co-Founder, CFO and COO, will continue to lead the company. Adam Clammer, co-chairman and co-chief executive officer of Nebula, will serve as a director on the board of directors of the combined company. Open Lending’s existing minority investor, Bregal Sagemount, a leading growth private equity firm, will remain a public shareholder and also sit on the board of directors.
Adam Clammer said, “We are delighted to complete the merger and look forward to partnering with John, Ross and the rest of Open Lending’s leadership team at this exciting inflection point in the growth of the company. ‘business. and we are delighted to support them throughout their journey on the public market. “
John Flynn said: “The past 15 years, and especially the past few months, have shown how amazing our team is and how great an opportunity we have is to grow this business. We are delighted to partner with our new board of directors and investors as we continue to implement Open Lending’s growth plan as a public company. We believe that the decision of holders of public warrants to maintain their investment in the company is further proof of the value of open lending. “
Financial Technology Partners and FTP Securities (“FT Partners”) acted as strategic and financial advisor and Goodwin Procter LLP acted as legal advisor to Open Lending in connection with the transaction. Deutsche Bank Securities and Goldman Sachs & Co. LLC acted as financial market advisers, financial advisers and private placement agents, and Greenberg Traurig, LLP acted as legal advisor to Nebula in connection with the transaction.
About open loans
Open Lending, through its flagship product, Lenders Protection, offers loan analytics, risk-based pricing, risk modeling and default insurance, securing profitable auto loan portfolios for financial institutions across states. -United. For more information, please visit www.OpenLending.com.
About Nebula Acquisition Corporation
Nebula Acquisition Corporation, sponsored by True Wind Capital and led by Adam H. Clammer and James H. Greene, Jr., is a blank check company formed for the purpose of completing a merger, stock exchange, acquisition of ‘assets, the purchase of shares, reorganization or similar business combination with one or more companies in the technology sector.
About True Wind Capital
True Wind Capital is a San Francisco-based private equity firm focused on investing in leading technology companies with a broad mandate including software, data analytics, technology services, internet, technology financial and material. True Wind Capital is a value-added partner, providing support and expertise rooted in over 75 years of collective investment experience to its teams. Mr. Adam H. Clammer and Mr. James H. Greene, Jr., are the founding partners of True Wind Capital.
About Bregal Sagemount
Bregal Sagemount is a growth-oriented private equity firm with $ 3.5 billion in committed capital. The company provides flexible capital and strategic assistance to market-leading companies in high-growth industries in a wide variety of transaction situations. Bregal Sagemount invests $ 40 million to $ 200 million per transaction in targeted industries including software, digital infrastructure, IT / healthcare, business and consumer services, and fintech / specialty finance. For more information, please visit www.sagemount.com.
This press release contains certain statements which are not historical facts, but are forward-looking statements for the purposes of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally accompanied by such words. that “believe,” “May”, “will”, “estimate”, “continue”, “anticipate”, “intend”, “expect”, “should”, “would”, “plan”, “Foresee”, “potential”, “seem”, “seek”, “future”, “outlook” and similar expressions which predict or indicate future events or trends or which are not statements about historical matters. These statements are based on various assumptions and current expectations of the management of Nebula and Open Lending and are not actual performance predictions. These forward-looking statements are provided for informational purposes only and are not intended to be used as and should not be relied upon by any investor as a guarantee, assurance, prediction or definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many real events and circumstances are beyond the control of Nebula and Open Lending. These forward-looking statements are subject to a number of risks and uncertainties, including general economic, political and business conditions, the potential effects of COVID-19, applicable taxes, inflation, interest rates and the regulatory environment, the result of legal proceedings to which Open Lending is, or may become a party, the inability of the parties to complete the proposed transaction; the risk that the approval of Nebula or Open Lending shareholders for the potential transaction will not be obtained; the inability to realize the expected benefits of the potential transaction, in particular due to a delay in the completion of the potential transaction or the difficulty in integrating the activities of Nebula and Open Lending; the amount of redemption requests made by Nebula shareholders; these factors discussed in Nebula’s annual report on Form 10-K for the fiscal year ended December 31, 2019 and the proxy statement under the heading “Risk Factors” and other Nebula documents filed or to be filed with of the SEC. If the risks materialize or if the assumptions prove to be incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks which Nebula, Open Lending and the Company are not currently aware of or which they currently believe to be immaterial which could also cause actual results to differ from those contained in forward-looking statements. In addition, forward-looking statements reflect Nebula and Open Lending’s expectations, plans or forecasts of future events and views as of the date of this press release. Nebula and Open Lending predict that subsequent events and developments will cause their ratings to change. However, while Nebula and Open Lending may choose to update these forward-looking statements at some time in the future, Nebula and Open Lending specifically disclaim any obligation to do so. These forward-looking statements should not be taken as representing Nebula’s or Open Lending’s valuations as of any date subsequent to the date of this press release. Therefore, one should not place undue reliance on forward-looking statements.
ICR for open loans