ADDED
Form 10-K Summary 143 2 Intellectual Property We own or have rights to various trademarks, service marks and trade names that we use in connection with the operation of our business, which include the Company s F logo mark, FOLD , FOLD CREDIT CARD , FOLD BITCOIN CREDIT CARD , FOLD BITCOIN REWARDS CREDIT CARD , FOLD DEBIT CARD , FOLD BITCOIN DEBIT CARD , FOLD BITCOIN REWARDS DEBIT CARD , FOLD GIFT CARD , and FOLD BITCOIN GIFT CARD .
This document may also include trademarks, service marks and tradenames that are the property of other organizations.
Our use or display of any third party s trademarks, service marks, trade names or products in this document is not intended to, and does not imply, a relationship with, endorsement of or sponsorship by us of, those third parties.
Solely for convenience, trademarks, service marks and tradenames referred to in this document may appear without the , SM and symbols, but those references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or that the applicable owner will not assert its rights, to these trademarks, service marks and tradenames.
( Fold, the Company, we, our, and us ) contains forward-looking statements within the meaning of the federal securities laws.
All statements other than statements of historical facts contained in this Annual Report, including statements regarding our future results of operations or financial condition, business strategy and plans and objectives of management for future operations, are forward-looking statements.
These statements involve known and unknown risks, uncertainties, and other important factors that are in some cases beyond our control and may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements.
In some cases, you can identify forward-looking statements because they contain words such as anticipate, believe, contemplate, continue, could, estimate, expect, intend, may, plan, approximately, potential, predict, project, should, target, will or would or the negative of these words or other similar terms or expressions.
The actual outcome related to forward-looking statements will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control or ability to predict.
Although we believe that our assumptions are reasonable, they are not guarantees of future performance, and some will inevitably prove to be incorrect.
REMOVED
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C.
As of March 28, 2025, there were 46,888,876 shares of common stock of the registrant issued and outstanding.
( FTAC Emerald or EMLD ) was originally incorporated in Delaware on February 19, 2021 as a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or other similar business combination with one or more businesses.
On December 20, 2021, FTAC Emerald consummated an initial public offering, or IPO, following which their units began trading on the Nasdaq Global Market, or the Nasdaq, and upon separation, their Class A common stock and warrants began trading on the Nasdaq.
( Fold ) announced that they entered into an Agreement and Plan of Merger (the Merger Agreement ) by and among FTAC Emerald, EMLD Merger Sub Inc., a wholly-owned subsidiary of the Company ( Merger Sub ), and Fold, pursuant to which, among other things, Merger Sub will be merged with and into Fold with Fold surviving the merger as a wholly-owned subsidiary of the Company (the Merger and, together with the other transactions contemplated by the Merger Agreement, the Transactions ).
On February 14, 2025, we consummated the previously announced merger pursuant to that certain Agreement and Plan of Merger, dated as of July 24, 2024, or the Merger Agreement, by and among EMLD, EMLD Merger Sub Inc., a Delaware corporation and a direct wholly-owned subsidiary of EMLD, or Merger Sub, and Fold, Inc., a Delaware corporation, or Legacy Fold.
Pursuant to the terms of the Merger Agreement, we effected a business combination with Legacy Fold through the merger of Merger Sub with and into Legacy Fold, with Legacy Fold surviving as the surviving company and as our wholly-owned subsidiary.
We refer to this as the Merger and, collectively with the other transactions described in the Merger Agreement, the Business Combination .
In connection with the closing of the Business Combination, or the Closing, we changed our name to Fold Holdings, Inc.
and changed the trading symbols of our common stock and warrants from FLDD and FLDDW, to FLD and FLDDW, respectively.