tZERO Signs $350 Million SPAC Deal With FG Imperii, Ties $12.5 Million to Derivatives Goals

tZERO , which builds regulated infrastructure for tokenized securities, signed a definitive agreement to go public by merging with FG Imperii Acquisition Corp. (Nasdaq: FGII), a special purpose acquisition company. The deal gives tZERO a pre-money equity valuation of $350 million , the two companies announced on Monday. The merger agreement is dated Oct. 31, according to a Form 8-K FG Imperii filed with the SEC on Nov. 2. It sets the stock consideration at $325 million, paid in FG Imperii Class A shares valued at $10.00 apiece. Another 2.5 million shares go into escrow at closing and are released to tZERO’s holders only if set milestones are hit. Half of that escrow, 1.25 million shares or roughly $12.5 million at the deal price, rides on derivatives.

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