American investor, podcaster, and entrepreneur Anthony Pompliano announced that ProCap BTC, a bitcoin-native financial services firm, has entered into a definitive agreement for a business combination with Columbus Circle Capital Corp. I, a SPAC sponsored by a controlled subsidiary of Cohen & Company.
At the closing of the proposed business combination, this combined company will operate as ProCap Financial with up to $1 billion in bitcoin on its balance sheet. Entities in the proposed transaction raised $516.5 million in equity and $235 million in convertible notes, the largest initial fundraise in history for a public bitcoin treasury company.
Leading institutional and bitcoin-native investors participating in these financing transactions include Magnetar Capital, Woodline Partners LP, Anson Funds, RK Capital, Off the Chain Capital, Parafi, Blockchain.com, Arrington Capital, BSQ Capital Partners, and FalconX. Industry veterans such as Mark Yusko, Jason Williams, Eric Semler, Tony Guoga, and Matteo Franceschetti also participated.
ProCap Financial looks to become the leading financial services firm at the intersection of bitcoin and traditional finance. And ProCap Financial plans to utilize its bitcoin balance sheet to generate revenue and profit through various strategies.
ProCap Financial will be headed by Anthony Pompliano, who has invested in over 300 private companies and is one of the leading voices on bitcoin globally.
The proposed business combination between ProCap BTC and Columbus Circle Capital Corp. I (CCCM) will result in ProCap Financial being a publicly listed company. In connection with the Business Combination, And ProCap BTC sold $516.5 million of non-voting preferred units to investors in a private placement, and ProCap Financial secured commitments for $235 million in senior secured convertible notes from investors in a private placement.
At the closing of the Business Combination, any funds remaining in the CCCM trust account will be delivered to ProCap Financial. The full proceeds of the CCCM Trust Account, assuming no trust redemptions at or before Closing, is included in the up to $1 billion expected to be used to buy bitcoin for ProCap Financial’s balance sheet.
Before entering into the definitive agreement, the proposed business combination has been approved by the board of directors of CCCM and by the board of managers of ProCap BTC.
Advisors: Cohen & Company Capital Markets, a division of J.V.B. Financial Group, is acting as exclusive financial advisor to ProCap BTC. And Cohen & Company and Clear Street are serving as joint co-placement agents in connection with the preferred equity raise and convertible debt raise. Reed Smith is acting as legal advisor for ProCap BTC and ProCap Financial in connection with the proposed deals. Ellenoff Grossman & Schole is acting as legal advisor to CCCM in connection with the Proposed Transactions. Ogier is acting as special Cayman Islands counsel to CCCM. Morgan, Lewis & Bockius is acting as legal advisor to the joint co-placement agents in connection with the Preferred Equity Raise and Convertible Debt Raise.
KEY QUOTES:
“The legacy financial system is being disrupted by bitcoin. ProCap Financial represents our solution to the increasing demand for bitcoin-native financial services among sophisticated investors. Our objective is to develop a platform that will not only acquire bitcoin for our balance sheet, but will also implement risk-mitigated solutions to generate revenue and profits from our bitcoin holdings.”
Anthony Pompliano
“From day one we sought to partner with a platform and a leader that could develop a transformative organization – and we found that in ProCap BTC and Anthony Pompliano. Anthony’s track record as an innovative investor, operator, and early advocate in the bitcoin ecosystem speaks for itself. We believe his deep expertise and relentless conviction will help continue to transform an industry undergoing rapid evolution.”
Gary Quin, CEO of CCCM