New York – SHF Holdings, Inc. (the “Company”) (Nasdaq: SHFS), formerly known as
Northern Lights Acquisition Corp. (“NLIT”) (Nasdaq: NLIT), a special purpose acquisition company, announced that it has completed its previously announced acquisition of SHF, LLC, d/b/a Safe Harbor Financial (“Safe Harbor”), a leader in offering compliance services to financial institutions that serve the regulated cannabis industry.
With the transaction now complete, the Company has changed its name to “SHF Holdings, Inc.” Its Class A Common Stock and warrants will continue to be listed for trading on the Nasdaq Capital Market.
The Company also closed on September 28, 2022 a PIPE in the amount of $20.45 million of convertible preferred stock and warrants. To offset the reduced PIPE amount, Partner Colorado Credit Union, Safe Harbor’s indirect parent (“PCCU”), agreed to a further amendment to the Unit Purchase Agreement (as amended, the “Unit Purchase Agreement”), dated February 11, 2022, among the Company, 5AK, LLC, the Company’s sponsor, Safe Harbor, SHF Holding Co., LLC, the sole member of Safe Harbor (the “Seller”), and PCCU, the parent of the Seller, to provide for the deferral of approximately $57 million (the “Deferred Cash Consideration”) of the $70 million due to the Seller at the closing of the business combination.
The increase in the Deferred Cash Consideration will provide the Company with additional cash to support its post-closing activities.
“Today represents a significant milestone in Safe Harbor’s journey,” said Sundie Seefried, founder and Chief Executive Officer of Safe Harbor. “We are thrilled to complete this transaction and eager to continue scaling our business and expanding our offerings to meet the needs of the cannabis industry in the United States. With the strong leadership from our executive management team, Board of Directors, and support from NLIT’s sponsor team, Safe Harbor is well-positioned to be the platform of choice for financial services providers to cannabis operators.”
Ms. Seefried concluded, “I would like to congratulate and thank all those involved in the transaction, including our passionate and dedicated team. I could not be more excited for the future of Safe Harbor and to accelerate our growth strategy as part of a public company.”
John Darwin, Co-CEO of NLIT prior to the closing, stated, “With its established leadership position in cannabis-related compliance services and continued growth in its financial institution clients, this is an exciting time for Safe Harbor to become part of a Nasdaq-listed company.”
Nelson Mullins Riley & Scarborough LLP served as legal advisor to the Company. EF Hutton, division of Benchmark Investments, LLC served as placement agent to the Company. Donnie Emmi and David Waller served as legal advisor to Partner Colorado Credit Union and Safe Harbor.
About Northern Lights Acquisition Corp.
The Company was formed as a special purpose acquisition company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. For more information, visit northernlightsacquisitioncorp.com.
About Safe HarborSafe Harbor is one of the first service providers to offer compliance, monitoring and validation services to financial institutions providing banking services to cannabis, hemp, CBD, and ancillary operators, making communities safer, driving growth in local economies, and fostering long-term partnerships. Safe Harbor, through its financial institution clients, implements high standards of accountability, transparency, monitoring, reporting and risk mitigation measures while meeting Bank Secrecy Act obligations in line with FinCEN guidance on cannabis-related businesses. Over the past seven years, Safe Harbor (including its predecessor) has assisted with the onboarding of over $12 billion in deposit transactions for customers with operations spanning 20 states with regulated cannabis markets. For more information, visit www.shfinancial.org.
