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Coincheck and Thunder Bridge Capital Partners Announce $1.25 Billion Business Combination

03.24.22

Simpson Thacher is representing Monex Group, Inc. (“Monex”) and Coincheck, Inc. (“Coincheck”) in connection with Coincheck’s entry into a business combination agreement with Thunder Bridge Capital Partners IV, Inc. (Nasdaq: THCP), a publicly traded special purpose acquisition company. As a result of the transaction, a newly formed holding company in the Netherlands will become a publicly listed company on Nasdaq with an expected implied equity value of approximately $1.25 billion. Coincheck will be a wholly owned subsidiary of the holding company, and Coincheck’s current shareholders are eligible for potential earn-out consideration in connection with the transaction with an estimated value of $500 million. The transaction will be the first de-SPAC transaction involving a Japanese company.

Coincheck operates marketplace and exchange platforms for crypto assets in Japan. Throughout its history, Coincheck has been a leader in the Japanese crypto exchange industry, operating platforms on which several types of cryptocurrencies are supported and offering several retail-focused crypto services that build confidence among seasoned and first-time investors alike. Coincheck is a wholly owned subsidiary of Monex, a major financial services company based in Tokyo, Japan.

The Simpson Thacher team includes Alan Cannon, Patrick Naughton, Jonathan Stradling, Lowell Battles, Xochitl Romo, Daisuke Ueta, Alexandra David and Keisuke Takacho (Corporate); Benjamin Rippeon, Michael Mann and Kris Liu (Tax); Lori Lesser, Bobbie Burrows and Sam Watters (Intellectual Property); Tristan Brown (Executive Compensation and Employee Benefits); and Kelly Karapetyan (Antitrust).