Overview of Transaction

• On September 13, 2021, Forge announced its merger with Motive Capital Corp.
• Upon completion of the transaction, the combined company is expected to have a pro forma fully diluted equity value of approximately $2.0 billion (1)
• Expected gross proceeds are $532.5 million, prior to the payment of transaction expenses and up to $100 million of cash consideration
• The combination is further supported by a $50 million commitment under Motive Partners’ Forward Purchase Agreement and a $68.5 million PIPE anchored by ION Group’s $50 million commitment and contributions from Temasek and Adit Ventures
• Forge’s digital platform streamlines liquidity for hundreds of unicorn issuers and thousands of institutional and retail investors from around the world
• Leveraging its robust technology, operations and trust infrastructure, Forge delivers a suite of services that includes trading, custody, data and company solutions
• Since inception, Forge has completed more than $10 billion in transactions in more than 400 private companies

Significance of Transaction

• The confidence demonstrated by Motive Capital Corp, and other investors is a testament to Forge’s business model, management and market opportunity
• Motive Partners intends to be a long-term strategic partner to Forge, accelerating growth and innovation in a market with substantial tailwinds

FT Partners' Role

• FT Partners served as strategic and financial advisor to Forge
• FT Partners previously advised Forge on its $150 million financing in May 2021, its merger with SharesPost in May 2020, its acquisition of IRA Services in October 2019, and its $70 million Series B financing in July 2018
• This transaction highlights FT Partners’ deep domain expertise within Capital Markets Tech, as well as its successful track record generating highly favorable outcomes for high-growth FinTech companies globally