SHF Holdings, a provider of financial services to the regulated cannabis industry, has entered into an agreement to acquire Abaca, a cannabis financial technology platform that has processed more than $3 billion in gross transactions, for $30 million.
Founded in 2017, Abaca works with its FDIC-insured bank partners to enable traditional banking services for operators ranging from single dispensaries to multi-state and national operators. Abaca's people, processes, and technology provide a complete cannabis solution to sponsor financial institutions, managing their regulatory risk at scale. This enables Abaca to provide cannabis businesses a full suite of specialized financial and treasury services available to the industry via its secure, digital platform.
Combining Safe Harbor's wide range of financial services and Abaca's industry-leading fintech and payment solutions will create comprehensive and streamlined banking solutions for cannabis operators. The enhanced Safe Harbor fintech platform will now offer operators desktop and mobile banking, treasury management, payment processing, cash handling, logistics, and a new payroll service launching later this quarter. In addition, the acquisition will increase management talent of seasoned cannabis fintech executives.
"We are thrilled to announce this agreement to acquire Abaca. We have worked with Dan and his impressive team, seeing them successfully scale to become an innovative cannabis fintech leader. With their ecosystem of cannabis banking and finance platform, proprietary technology, strong financial institution and banking relationships, and experienced founder-led management team, we believe Abaca is the ideal platform to help us take a large step forward in scaling our capabilities and service offerings in building the complete cannabis fintech ecosystem," said Sundie Seefried, Founder and Chief Executive Officer of Safe Harbor.
"Following its recent NASDAQ listing and key additions to the executive team, Safe Harbor is positioned to be the leader in compliant financing and banking offerings to the regulated operating U.S. cannabis industry nationwide. Joining forces with Safe Harbor enables the Abaca team to better advance our mission of empowering the cannabis community with essential financial services and innovative, affordable solutions," said Dan Roda, Co-Founder and CEO of Abaca.
Dan Roda, a cannabis regulatory expert and attorney with significant transactional and commercial lending expertise, will become Executive Vice President and Chief Operating Officer of Safe Harbor; and Abaca Co-Founder and President Brian Bauer, a fintech expert with a successful track record of venture financing and business development, will serve as Chief Revenue Officer of the Company. Additional Abaca senior executives will add impressive capability and expertise to the Safe Harbor organization including Co-Founders Greg Ellis and John Foley and payments industry veteran Doug Elkins.
The transaction is structured to provide Abaca shareholders with $3 million cash at close and $8.4 million in common stock based on the 10-day VWAP of Safe Harbor common stock. At the 1-year anniversary, the company will pay an additional $3 million in cash and $12.6 million in Safe Harbor common stock based on the 10-day VWAP preceding the 1-year anniversary. Upon the 2-year anniversary, there will be a final cash payment of $3 million in cash. The transaction is expected to close this quarter, subject to regulatory approvals and other customary closing conditions.