Merger GIACU

Freightos, a Leading Booking and Payment Platform Digitalizing Global Freight, to go Public via Business Combination with Gesher I Acquisition Corp.

, SPAC Research

Freightos, a leading global freight booking and payment platform, and Gesher I Acquisition Corp. (NASDAQ: GIAC), today announced they have entered into a definitive merger agreement that would result in Freightos being publicly listed on the NASDAQ under the ticker symbol "FROS".

The combined entity, to be known as Freightos, with offices around the world, will have a pro forma enterprise value of approximately $435 million.

The transaction is distinguished by strong capital commitments from high-quality, long-term investors, which exceed business cash requirements and deal minimum cash requirements – no additional PIPE required.

Qatar Airways, the world's largest air cargo carrier, has agreed to invest another $10 million in the combined company.

M&G Investments (£370 billion of assets under management) made a $60 million commitment to the Company, consisting of 4 million units of Gesher at $10.00 a share, waiving redemption rights with respect to approximately one million shares, as well as providing an additional backstop commitment of up to $10 million.

Composite Analysis Group, Inc., an affiliate of Safer Logistics, LLC, committed up to $10 million to backstop redemptions by shareholders of Gesher.

As an expression of confidence in Freightos and long-term commitment, the team and large existing and new Freightos shareholders have signed lockup agreements spanning two years.

Existing Freightos shareholders are expected to own up to 78% of the combined company after funding.

Oppenheimer is serving as exclusive financial advisor to Freightos. DLA Piper is serving as legal advisor to Freightos.

Bryan Cave Leighton Paisner is serving as legal advisor to Gesher.

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