- The Flexi Group formed earlier this year following the merger of several co-working spaces
- Is expected to trade on Nasdaq under FLXG
- The coworking company has an asset-light approach to its real estate ventures
Months after the merger of The Cluster, Common Ground and the Hive to become Flexi Group, the company has announced they have entered into a definitive business combination agreement with TG Venture Acquisition Corp (Nasdaq: TGVC and TGVCW) that will result in The Flexi Group becoming a publicly traded company upon closing.
The companies
TG Venture Acquisition Corp is a blank check company. The company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganisation or similar business combination with one or more businesses.
Tsangs Group is an innovation-focused global family office.
The Flexi Group portfolio comprises 45 locations across 12 cities and nine countries, which includes Australia, Hong Kong, Singapore, Thailand, Malaysia, Vietnam, Taiwan, Japan and the Philippines.
The coworking company has an asset-light approach to its real estate ventures, which involved partnering with landlords on joint ventures as opposed taking on large rental agreements. These landlords include Hirsch and Faigen in Australia, Petronas in Malaysia, Central Group in Thailand, Chinachem Group in Hong Kong and Ortigaas in the Philippines, with more to be announced. New Flexi Group locations include this Melbourne coworking space set to open in mid-2023.
The merger
The transaction is expected to be completed in Q2 2023. After closing, The Flexi Group’s ordinary shares are expected to trade on the Nasdaq Stock Market LLC under the ticker symbol FLXG.
The definitive business combination agreement reflects an implied pro forma enterprise value of $205 million. Marshall & Stevens Transaction Advisory Services LLC rendered an independent fairness opinion as to the fairness of the consideration from a financial point of view.
The transaction, which has been unanimously approved by the Boards of Directors of The Flexi Group and TGVC, is subject to approval by TGVC’s and The Flexi Group’s shareholders. Completion of the transaction is also subject to customary closing conditions, including that TGVC hold net tangible assets of at least $5,000,001 immediately prior to closing, net of redemptions and liabilities (including TGVC’s transaction expenses).
