Under the deal terms, Ventoux will acquire Presto via reverse merger, giving the merged entity a $1.04 billion pro forma equity valuation, at $10 per share. The combined company will be renamed Presto Technologies.
"With over 250,000 systems shipped and a customer base that includes many of the top 20 restaurant chains, Presto is one of the largest restaurant technology providers in the US," they said in a statement.
Presto Technologies will be listed on the Nasdaq Stock Exchange.
"With our deep experience in hospitality operations, we see Presto's advanced technologies addressing and solving the industry's most pressing needs in today's challenging labor environment," said Ed Scheetz, chief executive of Ventoux.
Ventoux will fund the deal with cash from its trust account of about $172.5 million and $70 million of gross proceeds from the issuance of equity and convertible financings in a private investment in public equity, with participation from Suri, REMUS Capital investors, franchisees of Yum! Brands (YUM), Applebee's, McDonald's (MCD), and Outback Steakhouse, among others, the statement said.
Existing Presto security holders will hold about 77% of the company's issued and outstanding common shares immediately following closing, assuming no redemptions of Ventoux's shares.
The deal, which has received approvals from the respective boards of both companies, is expected to close in the first half of 2022, subject to Ventoux stockholder approval and other conditions.
Presto founder and CEO Rajat Suri will lead the merged company, along with finance chief Ashish Gupta. REMUS CEO Krishna Gupta will be board chair.
Price: 10.00, Change: -0.03, Percent Change: -0.30
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