Coincheck Group B.V., which will become a holding company of Coincheck, Inc., and Thunder Bridge Capital Partners IV, Inc, a special purpose acquisition company (SPAC) listed on the Nasdaq Global Market, have submitted a confidential draft of a Registration Statement on Form F-4 to the U.S. Securities and Exchange Commission (SEC) on April 4, 2022 (EST) with respect to their previously announced proposed business combination.

As previously announced, CCG and THCP executed a definitive business combination agreement through which CCG will become a publicly traded, Nasdaq-listed company under the ticker symbol “CNCK”. Completion of the Transaction, which is expected to close in the second half of 2022, is subject to approval by THCP’s shareholders, the Registration Statement being declared effective by the SEC, and satisfaction or waiver of other customary closing conditions identified in the business combination agreement.

CCG expects to have an estimated implied equity value before the Transaction of approximately US$1.25 billion (the total market value of the shares of Coincheck, which will be a wholly-owned subsidiary of CCG) plus potential earn-out (price adjustment) consideration equal to a maximum of 50 million shares, which is valued at US$500 million (assume US$10 per share, which will be the initial share price for CCG shares).