PlayUp Limited entered into a agreement to acquire IG Acquisition Corp. from IG Sponsor LLC and others for $350 million in a reverse merger transaction.
The transaction is subject to the satisfaction of customary closing conditions, including the approval of the shareholders of PlayUp Limited and the stockholders of IGAC, regulatory approvals (including in Australia, New Jersey and Colorado), Australian court approval, Shares and Warrants to be issued being approved for listing on the Nasdaq Capital Market, committed but unfunded equity and debt financing, being equal to or greater than $60 million, with at least $36 million in funds available or available to be drawn at closing, the Form F-4 containing the Proxy Statement/Prospectus being declared effective, delivered copy of the Lock-up Agreement duly executed by all such parties and an independent expert confirming that the transaction is in the best interest of PlayUp's shareholders. The transaction was unanimously approved by the IGAC board of directors and unanimously approved by the board of directors of PlayUp. IGAC and PlayUp entered into an Amendment Agreement to remove exclusivity provisions from the agreement. The deal is expected to close in the first quarter of 2023.
Adam M. Givertz, Christian Kurtz, David Mayo, Sohail Itani, Claudine Meredith-Goujon, Charles Googe, Steven Herzog and Ian M. Hazlett of Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as legal counsel to IG Acquisition Corp. and IG Sponsor LLC. Srinivas M. Raju and Nathaniel J. Stuhlmiller of Richards, Layton & Finger, PA is acting as special Delaware counsel to IG Acquisition Corp. Elliott Cheung, David Ryan, Joseph Fore, Drew Valentine, Steven Duggan, Eddie Ahn, Drew M. Young and Joshua M. Samek of DLA Piper is acting as legal counsel and Innovation Capital, LLC is acting as financial advisor to PlayUp.