springbig, the Largest Loyalty and Marketing Automation Platform to Serve the Cannabis Industry, to List on Nasdaq Through Merger with Tuatara Capital Acquisition Corp.
- springbig’s software platform provides unparalleled customer loyalty and engagement products to leading cannabis retailers and brands across North America
- High growth B2B SaaS business model driven by highly differentiated customer experience offerings, with multiple platform expansion opportunities to add to impressive organic growth trajectory
- The merger accelerates springbig’s vision to serve cannabis brands by consolidating a highly fragmented cannabis technology ecosystem across loyalty, data analytics, advertising, and other areas influencing consumer experience and marketing effectiveness
- Estimated post-transaction equity value of the combined company is approximately $500 million, with approximately $200 million cash on hand after closing
- Transaction includes $13 million fully committed Class A common stock PIPE anchored by Tuatara Capital and existing investors, including TVC Capital, Key Investment Partners, and springbig’s Founder and CEO Jeffrey Harris
- springbig’s existing stockholders are contributing 100% of their equity into the combined company
NEW YORK, Nov. 9, 2021 /PRNewswire/ — Tuatara Capital Acquisition Corporation (NASDAQ: TCAC) (“TCAC”), a publicly-traded special purpose acquisition company, announced today that it has entered into a definitive agreement for a business combination that would result in springbig (the “Company”), the leading provider of marketing solutions, consumer mobile app experiences, and omnichannel loyalty programs in the cannabis industry, becoming a publicly listed company.
Upon closing of the transaction, the combined company is expected to remain listed on the Nasdaq Stock Market under the symbol “SBIG”. The transaction is expected to close in the first quarter of fiscal 2022. More information on the proposed business combination can be found at tuataraspac.com and springbig.com.
In the rapidly evolving cannabis industry, with numerous regulations and restrictions, springbig has emerged as a market leader in direct-to-consumer marketing and engagement. springbig’s technology platform drives loyalty and customer engagement, and in this regulated environment, a high level of engagement is crucial for cannabis retailers and brands to reach their customers in an increasingly competitive market.
Al Foreman, Chief Executive Officer of TCAC
The extremely talented and experienced team at springbig has harnessed the technologies necessary to address this market opportunity, and they are well-positioned for long-term, sustainable growth as new states progress legalization frameworks and with the potential for Federal cannabis policy reform on the horizon.
Jeffrey Harris, Founder and Chief Executive Officer of springbig, said, “The key to our success has been empowering our clients by connecting them with their customers and engaging directly as they scale their businesses. Clients can use our SaaS platform to drive increased customer spend, build brand loyalty, and increase their potential reach. We pride ourselves on providing marketing-leading technology solutions and an exceptional level of service to springbig clients. This leads to excellent client retention, providing a robust base for strong future growth. As the cannabis industry continues to grow, this strong foundation will enable us to leverage our data and technology to consolidate across multiple market verticals including data analytics, increased marketing automations, and advertising solutions.”
We are thrilled to partner with TCAC and look forward to continuing to build our platform and broaden our offerings to take advantage of the significant growth potential at home and in the international cannabis markets.
Jeffrey Harris, Founder and Chief Executive Officer of springbig
- Founded in 2017, springbig is the largest loyalty and marketing platform in the cannabis industry and is the provider of choice for many leading cannabis retailers and brands across North America. The company offers a comprehensive suite of category-leading solutions that clients can use to help increase customer retention, build customer loyalty, and promote brand awareness through services such as digital communications, text and email messaging, and industry-leading reporting and analytics.
- springbig serves over 1,000 clients across the United States and Canada, compromising more than 2,300 retail locations, and has over 41 million consumers enrolled in its proven B2B2C platform, through which more than 90 million transactions have been processed in the past twelve months with attributable gross merchandise value (“GMV”) of over $7 billion.
- The U.S. cannabis market is expected to double over the next five years to over $40 billion in revenue. In a highly regulated environment, retailers and brands need to reach customers and build customer loyalty in a competitive, promotion-driven market where traditional advertising channel restrictions dramatically hinder their ability to market their products. springbig’s suite of products addresses these critical challenges, enhancing customer acquisition, retention, and spend, improving foot traffic into retail locations, and providing data-driven actionable marketing analysis.
- springbig’s platform unlocks a data-rich environment for cannabis retailers and brands. springbig provides a suite of products, including its loyalty platform and digital loyalty card, which allows retailers and brands to intelligently and automatically manage, incentivize, and segment their customers.
- springbig has grown revenue at a CAGR of 105% since 2019 and is on track to deliver $24 million in revenue for 2021 via its B2B SaaS model. High growth is expected to be sustainable in the medium-term and is likely to accelerate as springbig expects to capitalize on the steady growth in cannabis retailers as new recreational markets emerge across the U.S., in addition to capturing larger marketing spends from cannabis brands as they work to obtain direct access to consumers through high engagement, omnichannel solutions.
- Industry-leading platform integrations form a best-in-class business primed for consolidation in a highly fragmented cannabis technology ecosystem. springbig possesses a wealth of data assets driving proprietary insights and has a robust pipeline of multiple potentially actionable M&A targets across various verticals. The Company continues to engage in discussions and diligence to identify value-creating opportunities.
The estimated post-transaction equity value of the combined company is approximately $500 million, assuming $10 per share price and no redemptions by TCAC stockholders. Additionally, a $13 million PIPE investment has commitments from Tuatara Capital and existing investors, including TVC Capital, Key Investment Partners, and springbig’s Founder and CEO Jeffrey Harris.
The transaction, which has been unanimously approved by the Boards of Directors of TCAC and springbig, is subject to approval by TCAC stockholders and other customary closing conditions. Additional information about the proposed transaction, including a copy of the merger agreement and investor presentation, will be provided in Form S-4 to be filed by TCAC with the Securities and Exchange Commission.
Jeffrey Harris, springbig’s Founder and current Chief Executive Officer, who brings extensive experience in technology and marketing services, will continue to lead the company following the closing of the transaction. Current Chief Financial Officer, Paul Sykes, who has significant experience in high-growth SaaS businesses in a public company environment, will also continue in his role.
Sergey Sherman, Managing Director at Tuatara Capital and Chief Financial Officer of TCAC, will join the Board of Directors of the merged company following the closing of the transaction, with remaining Board appointments expected to be announced in the near future.
Cantor Fitzgerald & Co. is serving as exclusive capital markets advisor to TCAC, and Jefferies LLC is serving as exclusive financial advisor and exclusive capital markets advisor to springbig. Davis Polk & Wardwell LLP and Dentons US LLP are acting as legal counsel to TCAC, and Benesch, Friedlander, Coplan & Aronoff LLP is acting as legal counsel for springbig.
The Company has launched a presentation covering the strategic highlights of the proposed business combination. The presentation can be accessed at this link and will be available to view until the transaction is expected to close.
springbig is a leading provider in customer loyalty and text message communications solutions for cannabis retailers and cannabis brands. Founded in 2017, springbig offers a single source of truth CRM that becomes the database of record for your in-store and online customers that captures key purchasing and behavioral data and seamlessly integrates with existing dispensary POS and eCommerce systems. The platform also develops custom cannabis loyalty software embedded with advanced marketing tools to retain customers and sends targeted automated and personalized SMS campaigns based on customer preferences and purchasing behavior. springbig is helping cannabis retailers and brands keep their clientele connected and engaged while allowing the store owners and major cannabis brands track their inevitable success and ROI in real-time.
About Tuatara Capital Acquisition Corporation
Tuatara Capital Acquisition Corporation was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. The Company intends to focus its search for businesses in the cannabis industry that are compliant with all applicable laws and regulations. For more information, please visit https://www.tuataraspac.com/.
Investor Relations Contact
Additional Information About the Proposed Business Combination and Where to Find It
The proposed business combination will be submitted to stockholders of TCAC for their consideration. TCAC intends to file a registration statement on Form S-4 (the “Registration Statement”) with the SEC which will include preliminary and definitive proxy statements to be distributed to TCAC’s stockholders in connection with TCAC’s solicitation for proxies for the vote by TCAC’s stockholders in connection with the proposed business combination and other matters as described in the Registration Statement, as well as the prospectus relating to the offer of the securities to be issued to springbig’s stockholders in connection with the completion of the proposed business combination. After the Registration Statement has been filed and declared effective, TCAC will mail a definitive proxy statement and other relevant documents to its stockholders as of the record date established for voting on the proposed business combination.Before making any voting decision, TCAC’s stockholders and other interested persons are advised to read, once available, the preliminary proxy statement / prospectus and any amendments thereto and, once available, the definitive proxy statement / prospectus, along with all other relevant documents filed or that will be filed with the SEC in connection with the proposed business combination and the TCAC’s solicitation of proxies for its special meeting of stockholders to be held to approve, among other things, the proposed business combination, because these documents will contain important information about TCAC, springbig and the proposed business combination. Stockholders will be able to obtain free copies of the preliminary or definitive proxy statement, once available, as well as other documents filed with the SEC regarding the proposed business combination and other documents filed with the SEC by TCAC, without charge, at the SEC’s website located at www.sec.gov or by directing a request to Tuatara Capital Acquisition Corporation, 655 Third Avenue, 8th Floor, New York 10017.
Participants in the Solicitation
TCAC, springbig and certain of their respective directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be participants in the solicitations of proxies from TCAC’s stockholders in connection with the proposed business combination. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of TCAC’s stockholders in connection with the proposed business combination will be set forth in TCAC’s proxy statement / prospectus when it is filed with the SEC. You can find more information about TCAC’s directors and executive officers in TCAC’s final prospectus dated February 11, 2021 and filed with the SEC on February 16, 2021. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests will be included in the proxy statement / prospectus when they become available. Stockholders, potential investors and other interested persons should read the proxy statement / prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from the sources indicated above.
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