Beacon Street Group has announced plans to merge with Ascendant Digital Acquisition Corp., a special purpose acquisition company, or SPAC. Beacon Street provides financial research, software, education and tools for do-it-yourself investors. The SPAC merger will take the company public.
Financial details for Beacon Street
Beacon Street reports $377 million in revenue for 2020, representing a 39% increase year over year. The firm had $549 million in billings, a 77% increase year over year. Adjusted EBITDA amounted to $137 million last year, a 70% growth rate year over year. The firm had an adjusted EBITDA margin of 25% and touted itself as having low capital expenditures, no interest expense and high cash flow.
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Beacon Street describes itself as a "market-leading platform with scalable, high-value financial research, software, educational content and tools." The firm's content covers a wide variety of investment categories at various price points. It delivers subscriptions digitally and can scale with a low incremental cost.
The firm estimates its total addressable market at about $191 billion, including a rapidly increasing retiree population with significant investable assets. The financial markets' increasing complexity also raises the need for investment education and demand for Beacon Street's products.
Details on the transaction
The deal reflects an implied pro forma enterprise value of about $3 billion for Beacon Street. If there are no redemptions by Ascendant's existing shareholders, aggregate consideration to Beacon Street stockholders will be about $2.9 billion. If Ascendant shareholders don't redeem any shares, public investors will hold about 20% of the combined company's common shares, while Beacon stockholders will own the rest.
That consists of up to $374 million in cash and $2.5 billion or more of rollover equity. Ascendant's cash in trust will fund about $414 million in cash alongside a $150 million private placement from an investor group.
The merged company will retain up to $150 million in cash on its balance sheet after the deal closes. In addition to incremental leverage capacity, the cash will also provide financial flexibility and "facilitate organic and inorganic growth opportunities."
The combined company will initially have seven directors on its board, including two appointed by Ascendant and five by Beacon Street. CEO Mark Arnold and three independent directors will serve on the board.