ProCap Financial Plans to Acquire CFO Silvia to Become First Publicly Traded Finance Firm

ProCap Financial announced its plan to become the first publicly traded agentic finance firm and unveiled its mission to "help independent investors make money." With an army of efficient AI agents, rather than thousands of human employees, the Company will be able to offer unique products and services to help independent investors create personal wealth. To execute on this plan, ProCap Financial has entered into an agreement to acquire CFO Silvia, a leading AI agent lab exclusively focused on finance. Silvia's consumer product is free for all users and currently has proprietary AI agents answering queries from digital-native, wealthy users. On February 8, the Company entered into a definitive merger agreement with Silvia pursuant to which the Company agreed to acquire Silvia, subject to the satisfaction of customary closing conditions, including approval by the Company's shareholders. Under the terms of the Agreement, the Company will acquire Silvia in an all-stock transaction, which is subject to the Company achieving significant equity milestones, namely, 50% of the equity consideration is subject to a lockup until the Company's stock price reaches $9.00. The remaining 50% of the equity consideration is forfeited if the Company's stock price does not cross $9.00 per share in the first five years. The acquisition is subject to a shareholder vote, which is currently expected to occur by the end of the Q1. Following the close of the Proposed Transaction, Shain Noor, Silvia's Co-Founder, will assume the role of CTO for ProCap Financial, responsible for growing the Silvia product and overseeing all technology products across the Company. As of today, the Company has 5,007 Bitcoin, $72M in cash, and $100M outstanding from its convertible note offering, which was reduced from $235M upon settlement of the repurchase.