In 2020, Better funded $24.2 billion in volume
and 490% year-over-year growth from 2019
SoftBank commits to invest $1.5 billion via
PIPE investment, of which $200 million will be subscribed by
Aurora’s Sponsor, Novator Capital
Aurora Acquisition shareholder redemptions to
be fully backstopped by Novator Capital
Transaction values Better at approximately $6.9
Billion pre-money equity value and anticipated that transaction
will provide Better with $778 million of primary proceeds for
continued expansion
Vishal Garg and existing Better management to
continue leading Better
Aurora Acquisition CIO Prabhu Narasimhan to
Join Board of Directors
Better HoldCo, Inc.(“Better” or the “Company”),
one of the fastest-growing digital homeownership platforms in the
U.S., and Aurora Acquisition Corp. (NASDAQ: AURC)
(“Aurora”), a special purpose acquisition company, which
closed its initial public offering on March 8, 2021, today
announced that they have entered into a definitive merger agreement
that will transform Better into a publicly-listed company. The
transaction reflects an implied equity value for Better of
approximately $6.9 billion and a post-money equity value of
approximately $7.7 billion.
Better, a fully digital homeownership platform, offers mortgage,
real estate, title, and homeowners insurance products all through
one intuitive online platform. Since its founding in 2016, Better
has digitized the mortgage process, eliminated origination fees and
commissions, empowering its clients throughout their homeownership
journey. Customers can find a rate in as little as three seconds,
get approved in as little as three minutes, lock in rates in as
little as 15 minutes, and close their loans in as little as two
weeks. From getting pre-approved for a mortgage and hiring a
realtor, to securing title insurance, Better provides customers a
cheap, quick, and intuitive online home financing experience. A
meaningful portion of funds from this transaction will be used to
fuel growth in current and adjacent businesses and to continue
improving the customer experience. Additional proceeds will be used
to cash-out shares from existing Better investors.
Better Investment Highlights
- Fast-growing homeownership platform, with over $24.2 billion
funded loan volume and 490% year-over-year growth from 2019; $7.7B
in title insurance placed, 855% growth from 2019, $1.4B in
homeowners insurance placed 300% growth from 2019, and $691M in
real estate transaction volume 471% growth from 2019;
- Better’s proprietary, data-driven technology platform, called
Tinman, underpins Better’s efficient, low-cost model, allows Better
to offer customers lower rates;
- Labor cost is 57% lower than MBA industry average,
demonstrating our tech-driven efficiency;
- 2020 Adjusted 2020 EBITDA of $281.1M;
- An experienced management team led by founder and CEO Vishal
Garg, with a proven record in consumer lending and fintech; CFO
Kevin Ryan, with over 20 years of experience in financial services
investment banking; CTU Diane Yu, with two decades experience in
technical architecture and engineering; CCO Paula Tuffin, with over
two decades experience in the law including at the Consumer
Financial Protection Bureau; Head of Sales and Operations Sarah
Pierce, overseeing thousands of Better team members across sales
and operations;
- A highly efficient team, who close an average of 16.2 loans per
month, compared to 7.1 for the MBA industry average;
- Currently licensed to operate in 47 states and the District of
Columbia;
- Industry leading partnerships on private label and co-branded
basis for some of the best brands in financial services, American
Express, Ally Financial and Progressive Insurance;
- An award-winning product, most recently named among
Nerdwallet’s Best Mortgage Refinance Companies of 2021, LinkedIn’s
Top Startup of 2020 and a CNBC Disruptor 50: as well as being rated
among the best mortgage refinance lenders by Forbes;
As part of this transaction, SB Management Limited, a subsidiary
of SoftBank Group Corp.,(“SoftBank”) will participate by
committing to a $1.5 billion private investment in public equity
(“PIPE”) upon closing of the transaction. Aurora’s sponsor,
Novator Capital (“NC” or “Aurora’s Sponsor”) will
invest $200 million through the PIPE, by taking up a portion of
SoftBank’s commitment, and also has committed to backstop any
redemptions by Aurora shareholders of funds in its trust account,
substantially increasing transaction completion certainty. Also
participating in the PIPE is current Better investor, Activant
Capital. Subject to customary closing conditions, the transaction
is expected to close in the fourth quarter of 2021.
“This transaction is the beginning of an amazing new chapter in
Better’s history,” said Founder and CEO Vishal Garg. “This
transaction provides investment capital to accelerate Better’s
growth and support our mission to make homeownership simpler,
faster, more affordable and more accessible for all Americans, and
eventually everyone else. This all got started because I wanted a
place for my kids to call home. And through this journey I have
only grown more confident in my belief that every child on this
planet deserves a place they can call home, a place where they can
dream, a place where they can invite their friends to play, a place
they can count on to be there when they have a bad day, and one
they can come back to when something like COVID happens and they
just don’t want to be alone. Everyone deserves a home, and we’re
not going to stop until we make it possible for everyone to not
just dream of a home, but to have one. Now, every one of our
customers and partners and friends will be able to participate in
our growth and our mission. Together, we will make home
better.”
Thor Bj�rgólfsson, Chairman of Aurora Acquisition Corp. said:
“We are pleased to partner with Better, an emerging market leader
with proven executive management led by Vishal, an attractive
business model and a highly scalable digital platform.”
Prabhu Narasimhan, Chief Investment Officer of Aurora, who will
join the combined Company’s Board of Directors, added: “Our Chief
Executive Officer, Arnaud Massenet and I, are proud to have
identified such an innovative and industry disruptive company to
combine with. We firmly believe that Better will create substantial
long term value for shareholders and will leverage its significant
technology to lead the industry into the future.”
Transaction Overview
The transaction has been approved by the Boards of Directors of
both Better and Aurora. It is expected to close in the fourth
quarter of 2021, subject to the satisfaction of customary closing
conditions, including the approval of shareholders of Aurora and
the stockholders of Better and certain regulatory approvals.
Under the terms of the proposed transaction, Aurora will combine
with Better, and Better will become a publicly-traded company. The
transaction reflects an implied post-money equity value for Better
of approximately $7.7 billion.
Of the total consideration to existing stockholders of Better,
$950 million will be paid in cash and the remainder in stock of the
new Better. Existing Better shareholders can elect to receive cash
or stock, subject to proration depending on whether cash elections
are above or below $950 million. Certain existing holders have
committed to elect cash for at least a portion of their shares,
while others holders, including Vishal Garg, have committed to only
elect stock consideration.
After payment of the $950 million cash consideration, the
remaining transaction proceeds, after paying expenses related to
the transactions, of approximately $778 million will be used for
general corporate purposes.
Aurora, Aurora’s Sponsor and Better are committed to the
customers of Better. Accordingly, Aurora’s Sponsor and Better have
agreed that Aurora’s Sponsor will voluntarily forfeit 50% of its
private placement warrants and modify the remaining 50% to be
redeemable at $18.00 per share. Aurora’s sponsor also has agreed
that 20% of its founder shares will be subject to price-based
vesting. Major stockholders, members of Better’s Board of
Directors, and key executives of Better have agreed to enter into
lock-up agreements as well.
Additional information about the proposed transaction, including
an investor presentation, has been provided in a Current Report on
Form 8-K filed by Aurora today with the Securities and Exchange
Commission (“SEC”) and available at: www.sec.gov.
Advisors
BofA Securities is acting as financial advisor to Better.
Barclays is acting as financial advisor to Aurora.
Sullivan & Cromwell LLP is acting as legal counsel to
Better. Baker McKenzie LLP and Ropes & Gray LLP are acting as
legal counsel to Aurora.
Presentation Webcast
A webcast presentation hosted by the Management of Better and
Aurora Acquisition can be found at
http://public.viavid.com/index.php?id=144937 and can also be
accessed at Aurora’s website https://aurora-acquisition.com.
About Better
Founded in 2016, Better is a digital-first homeownership company
whose services included mortgage, real estate, title, and
homeowners insurance. From its founding in 2016 through 2020,
Better funded $30.9B in home loans and provided over $7B in
cumulative coverage through Better Cover and Better Settlement
Services, the insurance divisions of Better. Better has raised over
$400M in equity capital since inception. The company was ranked #15
on CNBC’s Disruptor 50 2020 list, as well as being listed to Forbes
FinTech 50 for 2020. For more information, follow
@betterdotcom.
About Aurora Acquisition Corp.
Aurora Acquisition Corp. is a newly formed blank check company
incorporated for the purpose of effecting a merger, share exchange,
asset acquisition, share purchase, reorganization or similar
business combination with one or more businesses (the “Business
Combination”). The Company is led by Thor Bj�rgólfsson as its
Chairman, Arnaud Massenet as its Chief Executive Officer, and
Prabhu Narasimhan as its Chief Investment Officer.
Through its philosophy of “founders investing in Founders”,
Aurora looks to empower strong management teams and make long term
investments in companies poised for sustained success. Aurora is
sponsored by Novator Capital. Additional information regarding
Aurora Capital may be found at:
https://aurora-acquisition.com/.
Important Information for Investors and Shareholders
This release does not constitute an offer to sell or exchange,
or the solicitation of an offer to buy or exchange, any securities,
nor shall there be any sale of securities in any jurisdiction in
which such offer, sale or exchange would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction. Aurora intends to file a registration statement on
Form S-4 with the SEC, which will include a document that serves as
a prospectus and proxy statement of Aurora, referred to as a proxy
statement/prospectus. A proxy statement/prospectus will be sent to
all Aurora shareholders. Aurora also will file other documents
regarding the proposed transaction with the SEC. Before making any
voting decision, investors and security holders of Aurora are urged
to read the registration statement, the proxy statement/prospectus
and all other relevant documents filed or that will be filed with
the SEC in connection with the proposed transaction as they become
available because they will contain important information about the
proposed transaction. Neither the SEC nor any securities commission
or any other U.S. or non-U.S. jurisdiction has approved or
disapproved of the business combination or information included
herein.
Investors and security holders will be able to obtain free
copies of the registration statement, the proxy
statement/prospectus and all other relevant documents filed or that
will be filed with the SEC by Aurora through the website maintained
by the SEC at www.sec.gov. The documents filed by Aurora with the
SEC also may be obtained free of charge at Aurora’s website at
https://aurora-acquisition.com/ or upon written request to Aurora
Acquisition Corp., 20 North Audley Street, London W1K 6LX, United
Kingdom, Attention: Arnaud Massenet, Chief Executive Officer, +44
(0)20 3931 9785.
Participants in the Solicitation
Aurora and its directors and executive officers may be deemed
participants in the solicitation of proxies from Aurora’s
stockholders with respect to the business combination. A list of
the names of those directors and executive officers and a
description of their interests in Aurora is contained in Aurora’s
registration statement on Form S-1, which was initially filed with
the SEC on February 12, 2021, and is available free of charge at
the SEC’s web site at sec.gov, or by directing a request to Aurora
Acquisition Corp., 20 North Audley Street, London W1K 6LX, United
Kingdom, Attention: Arnaud Massenet, Chief Executive Officer, +44
(0)20 3931 9785. Additional information regarding the interests of
such participants will be contained in the Registration Statement
when available.
Better and its directors and executive officers may also be
deemed to be participants in the solicitation of proxies from the
stockholders of Aurora in connection with the business combination.
A list of the names of such directors and executive officers and
information regarding their interests in the business combination
will be contained in the Registration Statement when available.
Forwarding Looking Statements
This release on Form 8-K only speaks at the date hereof and
contains, and related discussions may contain, “forward-looking
statements” within the meaning of U.S. federal securities laws.
These statements include descriptions regarding the intent, belief,
estimates, assumptions or current expectations of Aurora, Better or
their respective officers with respect to the consolidated results
of operations and financial condition, future events and plans of
Aurora and Better. These forward-looking statements may be
identified by a reference to a future period or by the use of
forward-looking terminology. Forward-looking statements are
typically identified by words such as “expect”, “believe”,
“foresee”, “anticipate”, “intend”, “estimate”, “goal”, “strategy”,
“plan”, “target” and “project” or conditional verbs such as “will”,
“may”, “should”, “could” or “would” or the negative of these terms,
although not all forward-looking statements contain these words.
Forward-looking statements by their nature address matters that
are, to different degrees, uncertain. Forward-looking statements
are not historical facts, and are based upon management’s current
expectations, beliefs, estimates and projections, and various
assumptions, many of which are inherently uncertain and beyond
Aurora’s and Better’s control. Such expectations, beliefs,
estimates and projections are expressed in good faith, and
management believes there is a reasonable basis for them. However,
there can be no assurance that management’s expectations, beliefs,
estimates and projections will be achieved, and actual results may
differ materially from what is expressed in or indicated by the
forward-looking statements. These forward-looking statements are
provided for illustrative purposes only and are not intended to
serve as, and must not be relied on by an investor as, a guarantee,
an assurance, a prediction, or a definitive statement of fact or
probability. We are experiencing significant changes within the
mortgage lending and servicing ecosystem which have magnified such
uncertainties. In the past, actual results have differed from those
suggested by forward-looking statements and this may happen
again.
Important factors that could cause actual results to differ
materially from those suggested by the forward-looking statements
include, but are not limited to, Better’s performance,
capabilities, strategy, and outlook; our expectations regarding the
sustainability of Better’s rapid growth and its ability to manage
its growth effectively; the demand for Better’s solutions and
products and services, including the size of Better’s addressable
market, market share, and market trends; our ability to operate
under and maintain Better’s business model; Better’s ability to
develop and protect its brand; our expectations regarding financial
performance including Better’s operational and financial targets;
our estimates regarding expenses, future revenue, capital
requirements and Better’s need for additional financing; the degree
of business and financial risk associated with certain of Better’s
loans; the high volatility in, or any inaccuracies in the estimates
of, the value of Better’s assets; any changes in macro-economic
conditions and in U.S. residential real estate market conditions,
including changes in prevailing interest rates or monetary policies
and the effects of the ongoing COVID-19 pandemic; our expectations
regarding the impact of the COVID-19 pandemic on Better’s business
including on the volume of consumers refinancing existing loans,
Better’s ability to produce loans, liquidity and employees;
Better’s competitive position; Better’s ability to improve and
expand its information technology and financial infrastructure,
security and compliance requirements and operating and
administrative systems; Better’s future investments in its
technology and operations; Better’s intellectual property position,
including its ability to maintain, protect and enhance Better’s
intellectual property; the need to hire additional personnel and
Better’s ability to attract and retain such personnel; Better’s
ability to obtain additional capital and maintain cash flow or
obtain adequate financing or financing on terms satisfactory to us;
the effects of Better’s existing and future indebtedness on its
liquidity and Better’s ability to operate our business; our
expectations concerning relationships with third parties; Better’s
plans to adopt the secured overnight financing rate (“SOFR”); the
impact of laws and regulations and Better’s ability to comply with
such laws and regulations including laws and regulations relating
to fair lending, real estate brokerage matters, title and
settlement services, consumer protection, advertising, tax, title
insurance, loan production and servicing activities, data privacy,
and anti-corruption; any changes in certain U.S.
government-sponsored entities and government agencies, including
Fannie Mae, Freddie Mac, Ginnie Mae and the FHA; our expectations
regarding the period during which we will qualify as an emerging
growth company under the JOBS Act; the increased expenses
associated with being a public company; and Better’s anticipated
use of existing resources and the proceeds from the business
combination.
There may be other risks not presently known to us or that we
presently believe are not material that could also cause actual
results to differ materially. Analysis and opinions contained in
this release may be based on assumptions that, if altered, can
change the analysis or opinions expressed. In light of the
significant uncertainties inherent in the forward-looking
statements included in this report, the inclusion of such
forward-looking statements should not be regarded as a
representation by us or any other person that the objectives and
plans set forth in this report will be achieved, and you are
cautioned not to place substantial weight or undue reliance on
these forward-looking statements. These forward-looking statements
speak only as of the date they are made and, Aurora and Better each
disclaims any obligation, except as required by law, to update or
revise forward-looking statements, whether as a result of new
information, future events or otherwise.
Use of Non-GAAP Measures and Other Financial Metrics
This release includes a financial measure not presented in
accordance with generally accepted accounting principles (“GAAP”),
namely, Adjusted EBITDA. This non-GAAP financial measure should not
be considered in isolation and is not intended to be a substitute
for any GAAP financial measure. This non-GAAP measures provides
supplemental information that Better believes helps investors
better understand its business, its business model and how Better
analyzes its performance. Better also believe this non-GAAP
financial measure improves investors’ and analysts’ ability to
compare its results with those of our competitors and other
similarly situated companies, which commonly disclose similar
performance measures. However, calculation of Adjusted EBITDA may
not be comparable to similarly titled performance measures
presented by other companies. Further, although Better uses this
non-GAAP measure to assess the financial performance of its
business, this measure excludes certain substantial costs related
to our business, and investors are cautioned not to use such
measure as a substitute for financial results prepared according to
GAAP. Non-GAAP financial measures have limitations in their
usefulness to investors because they have no standardized meaning
prescribed by GAAP and are not prepared under any comprehensive set
of accounting rules or principles. As a result, non-GAAP financial
measures should be viewed as supplementing, and not as an
alternative or substitute for, Better’s financial results prepared
and presented in accordance with GAAP.
Use of Data
The data contained herein is derived from various internal and
external sources we believe to be reliable. No representation is
made as to the reasonableness of the assumptions within or the
accuracy or completeness of any projections or modeling or any
other information contained herein. Accordingly, any liability in
respect of the information contained herein or in respect of this
presentation (including in respect of direct, indirect or
consequential loss or damage) is expressly disclaimed. Any data on
past performance or modeling contained herein is not an indication
as to future performance, and each of Better and Aurora disclaims
any obligation, except as required by law, to update or revise the
information in this presentation, whether as a result of new
information, future events or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210511005602/en/
Media Patrick Lenihan plenihan@better.com +1-201-819-9871
Investors BetterIR@icrinc.com
Better Home and Finance (NASDAQ:BETR)
過去 株価チャート
から 1 2025 まで 2 2025
Better Home and Finance (NASDAQ:BETR)
過去 株価チャート
から 2 2024 まで 2 2025