Beneficient Enters into New Liquidity Transaction with ff Venture Capital

- Related liquidity transactions with three funds managed by ff Venture Capital, a leading investor in emerging industries, including fintech

- With full participation from all limited partners, it is estimated Ben’s loan portfolio collateral will grow by up to $121.5 million

- Upon closing and assuming full participation, Beneficient will have completed, in aggregate, over $1.1 billion of NAV in liquidity transactions with general partners through fund restructurings and continuation vehicles

DALLAS, March 06, 2024 (GLOBE NEWSWIRE) -- Beneficient (Nasdaq: BENF) (together with its affiliates, “Ben” or the “Company”), a technology-enabled platform focused on providing liquidity and related trust and custody services to holders of alternative assets, today announced that it has agreed to the financing of liquidity transactions for three separate funds managed by ff Venture Capital, a leading venture capital firm. Limited partners in each of the participating funds have the option to participate and, in exchange for their respective interests in the fund’s alternative assets, receive, in the aggregate, up to approximately $62 million in stated value of shares of the Company’s Resettable Convertible Preferred Stock (the “Preferred Stock”), which is convertible at the election of the holder into shares of the Company’s Class A common stock and potential earnout payments over a period of up to ten (10) years. The earnout payments represent the amount of cash available for distribution from the acquired alternative assets in excess of a designated return to the Company.

Consummation of the transactions is subject to shareholder approval pursuant to applicable listing standards. In the event the Company’s Class A common stock is no longer listed on an approved exchange following the closing as specified in the purchase agreements, the holders of the Preferred Stock would have the right to cause the special purpose continuation vehicles that are the acquirers of the alternative assets to repurchase the shares of the Preferred Stock then outstanding with proceeds then available from the alternative assets. Should all limited partners elect to participate in the transactions, it is estimated that these transactions will represent an increase in the collateral for Ben’s loan portfolio by up to $121.5 million of interests in alternative assets, subject to the earnout. These transactions, subject to the satisfaction of certain closing conditions, including the shareholder approval discussed above, are expected to close in the third calendar quarter of 2024. Following closing, ff Venture Capital LLC will continue to manage the alternative assets acquired by the newly created special purpose continuation vehicles.