FinAccel agrees merger with VPC-sponsored SPAC

FinAccel, the parent of Kredivo, an AI-enabled digital consumer credit platform in Southeast Asia, and VPC Impact Acquisition Holdings II (VPCB), a special purpose acquisition company sponsored by Victory Park Capital (VPC), have entered into a definitive agreement for a business combination that will result in FinAccel becoming a publicly traded company with an expected pro forma equity value of approximately USD2.5 billion, assuming no redemptions.

Kredivo provides customers instant credit financing for e-commerce and offline purchases, as well as personal loans, based on proprietary, AI-enabled real-time decisioning. With nearly 4 million approved customers today and a presence across eight of the top 10 e-commerce merchants in Indonesia, it is the largest and fastest growing buy now, pay later (BNPL) platform in Indonesia today, with plans to expand into regional markets such as Vietnam and Thailand in the near future. Kredivo serves a target segment that comprises the rapidly growing middle class of Indonesia, with interest rates that are amongst the lowest in the country, and an application and approval process that takes as little as two minutes.

Kredivo has a track record of being a superior solution for online and offline merchants. With less than 10 per cent of the middle class in Indonesia in possession of a credit card, merchants partner with Kredivo to help increase customer spend. Surveyed merchants that partner with Kredivo experience more than double the average basket size, up to three times more frequent transactions, and over 50 per cent of these merchants say Kredivo helps increase cart conversion rate during checkout.

“As the top buy now, pay later platform in Indonesia, Kredivo is an established force in the large and rapidly growing point of sale financing market,” says Akshay Garg, Co-Founder and CEO of FinAccel. “Unlike Western markets where credit is readily accessible, traditional banks in Southeast Asia have historically provided little consumer credit in our markets, which creates a large opportunity for Kredivo to tap into other credit needs, such as personal loans, and fulfil our vision of providing fast, affordable, and easily accessible credit to tens of millions of customers in the region. Considering that 66 per cent of Southeast Asia’s population is unbanked or under-banked, we also see a very attractive opportunity to serve these customers with other financial services, outside of credit. We are proud to have the continued support of our longstanding investors in our pursuit to realise our long-term vision and growth strategy.”

Victory Park Capital, a global investment firm headquartered in Chicago, has a long track record of executing debt and equity financing transactions with some of the largest, most innovative global fintech companies. VPC and Kredivo have a long-standing relationship, with VPC providing an initial USD100 million credit facility to the company in July 2020 and upsizing it to USD200 million in June 2021. In addition, VPC and its limited partners have invested approximately USD30 million into the PIPE and are committed to a two-year lockup on their sponsor shares, unless otherwise accelerated based on average trading performance measures beginning one-year following the closing. VPCB completed its initial public offering in March 2021.

“Since our initial investment in 2020, we continue to be impressed by Kredivo’s rapid growth and strong credit metrics and unit economics,” says Gordon Watson, Co-CEO of VPCB and Partner at VPC. “The company has created an impressive platform that enables it to expand into new markets. Its world-class management team has a proven ability to not only execute on its strategy, but also revolutionise fintech across Southeast Asia.”

FinAccel has been backed by high-quality investors including Square Peg, Mirae Asset, NAVER, Jungle Ventures, GMO Internet, and Telkom Indonesia.

Upon completion of the transaction, the combined company is expected to have a pro forma equity value of approximately USD2.5 billion, assuming no redemptions. It is expected to result in over USD430 million of cash on the combined company’s balance sheet, reflecting a contribution of up to USD256 million of cash held in VPCB’s trust account (assuming none of VPCB’s stockholders redeem their shares), a USD120 million concurrent private placement (PIPE) led by Marshall Wace, Corbin Capital, SV Investment, Palantir Technologies, Maso Capital, and sponsor VPC, with a concurrent equity commitment of USD55 million from existing FinAccel investors NAVER (through NAVER Financial) and Square Peg.

The proposed business combination has been unanimously approved by the respective Boards of Directors of Kredivo and VPCB, and is subject to approval by VPCB’s stockholders, regulatory approvals and other customary closing conditions. The business combination is expected to close no later than the first quarter of 2022.

A more detailed description of the business combination and a copy of the Business Combination Agreement will be included in a Current Report on Form 8-K to be filed by VPCB with the United States Securities and Exchange Commission (the SEC). VPCB will also file a registration statement (which will contain a proxy statement/prospectus) with the SEC in connection with the business combination.

Goldman Sachs (Singapore) Pte is serving as financial adviser and Cooley LLP is serving as legal adviser to Kredivo. Citigroup is serving as capital markets advisor to VPCB and Citigroup, Jefferies, and Goldman Sachs (Singapore) Pte are serving as co-placement agents on the PIPE. White & Case LLP is serving as legal advisor to VPCB.