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London-based cybersecurity services provider Noventiq Holdings PLC and blank-check company Corner Growth Acquisition Corp. have canceled their plans to merge in a deal that sought to take Noventiq public in the U.S. at an estimated $1 billion value, citing market conditions.

Noventiq to List in US through SPAC Deal : Noventiq CEO's Statement

Noventiq CEO Herve Tessler said in a statement Thursday that the company will instead pursue growth privately for the time being. "Due to current SPAC and equity market conditions, it was mutually agreed that the best option for all parties at this time is to terminate the transaction," Tessler said. "We have determined that the right decision for Noventiq is to remain private at this time. We are confident about our operational outlook and look forward to continuing to drive significant growth in our business."

Initial Merger Plans

Both announced plans to merge in May 2023 in a deal that valued Noventiq at between $800 million and $1 billion. As part of the agreement, Noventiq later de-listed from the London Stock Exchange and planned to list instead on the U.S.'s Nasdaq exchange. Palo Alto-based Corner Growth is a special purpose acquisition company, or SPAC, that went public in December 2020 after raising $350 million. SPACs, also known as blank-check companies, are shell companies that conduct initial public offerings with the intent of acquiring a private company and taking it public within a given time frame.

Noventiq to List in US through SPAC Deal  : Corner Growth's Perspective

Corner Growth CEO Marvin Tien said both parties canceled the merger, citing the current market environment and a "shared commitment to maximizing value for all of our stakeholders." "We believe that Noventiq is well positioned to thrive as a private company at this time, and the Corner Growth team will continue to be vigilant in our pursuit of value-creating opportunities for our shareholders and are confident in our ability to identify alternative pathways to a successful transaction," Tien said in a statement.

SPAC Market Trends

Many SPAC mergers have been delayed or canceled before closing in the past few years amid difficult financing conditions. When their deal was announced last year, Corner Growth and Noventiq said they would pursue additional financing, though closing of the transaction wasn't subject to any minimum funding requirements. Funding amounts for SPAC targets are often uncertain given that the blank-check company's original IPO investors can redeem their shares before any merger closes. As of the quarter ended March 31, Corner Growth previously reported $3.7 million in a trust that could be used to support a merger.