tZERO plans to take its blockchain-based securities infrastructure business public by merging with blank-check company FG Imperii Acquisition Corp. (FGII). The companies announced on Monday that the transaction assigns tZERO a valuation of $350 million. The merger could deliver up to $231 million from the SPAC's trust, depending on shareholder redemptions and expenses. The combined company intends to list on NYSE American as TZRO.
tZERO expects completion in early 2027, subject to approval from shareholders and regulators. tZERO said existing shareholders are expected to keep their equity in the combined company. Investors accounting for about 62% of tZERO's fully diluted capital have signed agreements supporting the transaction. Alan Konevsky is expected to continue as CEO.
tZERO has operated in blockchain-based securities markets since 2014, predating the current expansion of institutional tokenization projects. Regulated subsidiaries of tZERO offer digital securities services spanning trading, brokerage, custody and transfer agency. Intercontinental Exchange (ICE), which owns the New York Stock Exchange (NYSE), has invested in tZERO. ICE also chose tZERO to help design the NYSE's blockchain-based securities trading platform.
CEO Alan Konevsky said institutions domestically and globally want to offer tokenized products under the institutions' own brands while retaining control of customer relationships. Konevsky said tZERO supplies the complete infrastructure supporting those products. Konevsky said the proposed merger aims to improve access to capital so tZERO can expand its Infrastructure-as-a-Service model.
tZERO owns more than 100 patents related to blockchain, covering tokenization and securities infrastructure. The patent holdings have generated contention, with tZERO engaged in a patent dispute with competing tokenization firm Securitize (SECZ).
Banks and asset managers are exploring blockchain-based stocks, bonds and funds as tokenization attracts greater interest on Wall Street. Citi estimates that the tokenization market could grow to $5.5 trillion by 2030. That potential growth is attracting more attention to infrastructure for issuing, trading and settling tokenized assets.