Inpixon Completes Sale and Business Combination of CXApp Holding Corp. with KINS Technology Group Inc
CXAI’s regular trading begins tomorrow on the Nasdaq
PALO ALTO, California, March 14, 2023 /PRNewswire/ — Inpixon® (Nasdaq: INPX) today announced the completion of the expected tax-free distribution (“Distribution”) of 100% of the outstanding common stock of its subsidiary CXApp Holding Corp. on a pro rata basis to the holders of the outstanding common stock of Inpixon and certain other registered securities March 6, 2023 (“Inpixon Securityholders”). The Distribution was immediately followed by the closing (the “Closing”) of the business combination (the “Business Combination”) between CXApp Holding Corp. and KINS Technology Group Inc. (“KINS”) (which changed its name to CXApp, Inc. (“CXApp”) upon closing. As a result of the transactions, Inpixon securityholders received 7,035,000 CXApp common shares, representing 50% of CXApp common stock outstanding, of which approximately 22% was issued as Class A common stock and 78% was issued as Class C common stock.
Nadir AliCEO of Inpixon, commented: “The CXApp platform is representative of one of the outcomes of Inpixon’s vision to bring core workplace experience technologies together into a single solution, and has already proven to be an industry-leading workplace platform with strong product market fit for the completion of this strategic The business combination provides CXApp with the opportunity to further accelerate its growth capability with a leadership team of industry professionals with prior experience of scaling and successfully building businesses. We are also pleased that we have been able to structure such a transaction which will allow our shareholders to continue to participate in the anticipated benefits of the potential opportunity of this business.In addition, we are equally excited about the potential opportunity this transaction creates for Inpixon and its growing industrial real-time location systems (RTLS) business ft line, which we expect to continue expanding in this large and growing market.”
Mister. Khurram SheikhCXApp Chairman and CEO said, “This business combination will strengthen CXApp’s workplace platform as a category builder. When it comes to hybrid work, employers often get stuck solving one problem at a time, but what they really want is to create streamlined, scalable employee experiences that not only reduce app overload, but also reduce employee insights Giving use of workplace tools and spaces. The Workplace SuperApp™ is uniquely positioned to shape the future of work as we continue to execute on our industry-leading roadmap, innovate with new technologies like augmented reality and artificial intelligence, and invest in our growing partner ecosystem to create the most connected provide a mobile app for the workplace.”
Under the terms of the business combination, which was structured as a reverse Morris trust transaction, upon closing, Inpixon securityholders received approximately 0.0975222161241519 of a Class A CXApp common share and approximately 0.3457605844401750 of a Class C CXApp common share each share of Inpixon common stock.
Class A CXApp Common Stock and Class C CXApp Common Stock are identical in all respects, except that the Class C CXApp Common Stock is unlisted and will automatically convert to Class A CXApp Common Stock, whichever is the case earlier than (i) the 180th day after closing and (ii) the date on which the last reported selling price of CXApp Class A Common Stock is equal to or greater than $12.00 per share for 20 trading days within a 30 trading day period after closing.
Regular trading in CXApp’s Class A common stock is expected to begin tomorrow on the Nasdaq under the stock ticker symbol “CXAI.” March 15, 2023.
Please refer to the Company’s most recent report on Form 8-K on file with the US Securities and Exchange Commission for further details on the terms of the transaction.
About CXApp, Inc.
CXApp Inc. (“CXApp”), The Workplace SuperApp, is a platform that consolidates the services, features and functionality of the workplace tech stack into a single mobile app. The workplace solution helps organizations simplify the complexities of hybrid work by combining a mobile-first employee app with 150+ native features, 100+ workplace integrations, location services, and a growing partner ecosystem in one hybrid workplace platform. The company’s SaaS platform helps organizations connect and power all experiences through one mobile app, enabling employees and workplace operations to make faster, more reliable, and data-driven decisions.
About KINS Technology Group Inc.
KINS Technology Group Inc. was a blank check company incorporated as Delaware Corporation for the purpose of consummating a merger, capital exchange, asset acquisition, stock purchase, reorganization or similar business combination of one or more companies.
inpixon® (Nasdaq: INPX) is the innovator of indoor intelligence®that delivers actionable insights for people, places, and things. Inpixon combines the power of mapping, positioning and analysis to help create smarter, safer and more secure environments. The company’s Indoor Intelligence and Industrial Real-Time Location System (RTLS) solutions are used by a variety of industries to streamline operations, increase productivity and improve security. Inpixon customers can leverage industry-leading location awareness, analytics, sensor fusion, IIoT and the IoT to create exceptional experiences and do good with indoor data. For the latest insights, follow Inpixon on LinkedIn and Twitterand visit inpixon.com.
This press release contains forward-looking statements by Inpixon that involve risks and uncertainties and reflect Inpixon’s judgment as of the date of this press release. Words such as “plan,” “believe,” “expect,” “anticipate,” and “will” and similar expressions are intended to identify forward-looking statements. These forward-looking statements include, without limitation, statements regarding: the tax consequences of the transaction. Actual events or results may differ from Inpixon’s expectations due to risks and uncertainties inherent in Inpixon’s business, including but not limited to: the anticipated tax treatment of the transaction will not be met; the spin-off of CXApp may not achieve the intended strategic, operational and financial benefits; and other risks described in Inpixon’s prior press releases available at inpixon.com and Inpixon’s periodic filings with the SEC available at www.sec.gov. The foregoing list of factors is not exhaustive. Inpixon disclaims any intention or obligation to update these forward-looking statements beyond the date of this press release. This warning is in accordance with the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995.
General inquiries from Inpixon
Inpixon Investor Relations
Crescendo Communications, LLC
Phone: +1 212-671-1020
3000 El Camino Reals
Four Palo Alto Square, Suite 200
Palo Alto, CA 94306
Danger: Khurram P. Sheikh
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