\nMoneyLion Inc. (\u201cMoneyLion\u201d) (NYSE: ML), a digital ecosystem for consumer finance that empowers everyone to make their best financial decisions, today announced that it has set the date for the special stockholder meeting to consider and vote on the proposal to adopt the merger agreement in connection with the proposed acquisition of MoneyLion by Gen Digital Inc. (\u201cGen\u201d or \u201cGen Digital\u201d) (NASDAQ: GEN). The special meeting will be held on April 10, 2025 for MoneyLion stockholders of record at the close of business on February 11, 2025.\n<\/p>\n
About the Transaction<\/b><\/p>\n
\nOn December 10, 2024, MoneyLion announced that it had entered into a definitive agreement for Gen to acquire all outstanding shares of MoneyLion (the \u201cTransaction\u201d) at a price of $82.00 per share in cash, representing a cash value of approximately $1 billion. In addition, for each share owned, MoneyLion stockholders will receive at closing one contingent value right (\u201cCVR\u201d) that entitles the holder to a contingent payment of $23.00 in the form of shares of Gen common stock (issuable based on an assumed share price of $30.48 per Gen share) if Gen\u2019s average volume-weighted average share price reaches at least $37.50 per share over 30 consecutive trading days from December 10, 2024 until 24 months after close or if Gen undergoes a change of control within 24 months after close. There can be no assurance that any payments will be made with respect to CVRs.\n<\/p>\n
\nThe Transaction, which was unanimously approved by the boards of directors of both companies, is expected to be completed shortly after the special stockholder meeting (the \u201cMeeting\u201d), assuming approval thereof at the Meeting by MoneyLion\u2019s stockholders and receipt of applicable regulatory approvals.\n<\/p>\n
\nUpon completion of the Transaction, MoneyLion\u2019s shares will no longer trade on the NYSE, and MoneyLion will become a privately held subsidiary of Gen.\n<\/p>\n
About MoneyLion Inc.<\/b><\/p>\n
\nMoneyLion (NYSE: ML) is a leader in financial technology powering the next generation of personalized products, content, and marketplace technology, with a top consumer finance super app, a premier embedded finance platform for enterprise businesses and a world-class media arm. MoneyLion’s mission is to give everyone the power to make their best financial decisions. Through its go-to money app for consumers, MoneyLion delivers curated content on finance and related topics, through a tailored feed that engages people to learn and share. People take control of their finances with its innovative financial products and marketplace – including a full-fledged suite of features to save, borrow, spend, and invest – seamlessly bringing together the best offers and content from MoneyLion and its 1,200+ Enterprise Partner network, together in one experience.\n<\/p>\n
\nMoneyLion\u2019s enterprise technology provides the definitive search engine and marketplace for financial products, enabling any company to add embedded finance to their business, with advanced AI-backed data and tools through our platform and API. Established in 2013, MoneyLion connects millions of people with the financial products and content they need, when and where they need it.\n<\/p>\n
\nFor more information about MoneyLion, please visit www.moneylion.com<\/a>. For information about Engine by MoneyLion for enterprise businesses, please visit www.engine.tech<\/a>. For investor information and updates, visit investors.moneylion.com<\/a> and follow @MoneyLionIR on X.\n<\/p>\n Cautionary Statement Regarding Forward-Looking Statements<\/b><\/p>\n \nCertain statements herein and the documents incorporated herein by reference may constitute \u201cforward-looking statements\u201d within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the \u201cSecurities Act\u201d), and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, which statements involve inherent risks and uncertainties. Examples of forward-looking statements include, but are not limited to, statements regarding the outlook and expectations of MoneyLion and Gen Digital, respectively, with respect to the proposed transaction, the strategic benefits and financial benefits of the proposed transaction, including the expected impact of the proposed transaction on the combined company\u2019s future financial performance (including anticipated accretion to earnings per share, the tangible book value earn-back period and other operating and return metrics), the timing of the closing of the proposed transaction, and the ability to successfully integrate the combined businesses. Such statements are often characterized by the use of qualified words (and their derivatives) such as \u201cmay,\u201d \u201cwill,\u201d \u201canticipate,\u201d \u201ccould,\u201d \u201cshould,\u201d \u201cwould,\u201d \u201cbelieve,\u201d \u201ccontemplate,\u201d \u201cexpect,\u201d \u201cestimate,\u201d \u201ccontinue,\u201d \u201cplan,\u201d \u201cproject,\u201d \u201cpredict,\u201d \u201cpotential,\u201d \u201cassume,\u201d \u201cforecast,\u201d \u201ctarget,\u201d \u201cbudget,\u201d \u201coutlook,\u201d \u201ctrend,\u201d \u201cguidance,\u201d \u201cobjective,\u201d \u201cgoal,\u201d \u201cstrategy,\u201d \u201copportunity,\u201d and \u201cintend,\u201d as well as words of similar meaning or other statements concerning opinions or judgment of MoneyLion, Gen Digital or their respective management about future events. Forward-looking statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements. Such risks, uncertainties and assumptions, include, among others, the following:\n<\/p>\n \nThese factors are not necessarily all of the factors that could cause MoneyLion\u2019s, Gen Digital\u2019s or the combined company\u2019s actual results, performance or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other factors, including unknown or unpredictable factors, also could harm MoneyLion\u2019s, Gen Digital\u2019s or the combined company\u2019s results.\n<\/p>\n \nAlthough each of MoneyLion and Gen Digital believes that its expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual results of MoneyLion or Gen Digital will not differ materially from any projected future results expressed or implied by such forward-looking statements. Additional factors that could cause results to differ materially from those described above can be found in MoneyLion\u2019s most recent annual report on Form 10\u2011K for the fiscal year ended December 31, 2024, quarterly reports on Form 10-Q, and other documents subsequently filed by MoneyLion with the Securities Exchange Commission (the \u201cSEC\u201d) and Gen Digital\u2019s most recent annual report on Form 10-K for the fiscal year ended March 29, 2024, quarterly reports on Form 10-Q, and other documents subsequently filed by Gen Digital with the SEC. The actual results anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on MoneyLion, Gen Digital or their respective businesses or operations. Investors are cautioned not to rely too heavily on any such forward-looking statements. Forward-looking statements speak only as of the date they are made and MoneyLion and Gen Digital undertake no obligation to update or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.\n<\/p>\n Additional Information and Where to Find It<\/b><\/p>\n \nIn connection with the proposed transaction, on March 3, 2025, Gen Digital filed with the SEC a Registration Statement on Form S-4 (the \u201cRegistration Statement\u201d) to register the contingent value rights to be issued by Gen Digital in connection with the proposed transaction and that includes a proxy statement of MoneyLion and a prospectus of Gen Digital (the \u201cProxy Statement\/Prospectus\u201d). On March 5, 2025, MoneyLion filed with the SEC a definitive proxy statement on Schedule 14A (the \u201cProxy Statement\u201d) related to a special meeting of its stockholders. Each of MoneyLion and Gen Digital may file with the SEC other relevant documents concerning the proposed transaction. A definitive Proxy Statement\/Prospectus has been sent to the stockholders of MoneyLion to seek their approval of the proposed transaction. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND STOCKHOLDERS OF MONEYLION ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT\/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT, AS WELL AS ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED WITH OR WILL BE FILED WITH THE SEC, IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT\/PROSPECTUS, AND ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT MONEYLION, GEN DIGITAL AND THE PROPOSED TRANSACTION AND RELATED MATTERS.\n<\/p>\n \nA copy of the Registration Statement, Proxy Statement\/Prospectus, as well as other filings containing information about MoneyLion and Gen Digital, may be obtained, free of charge, at the SEC\u2019s website (http:\/\/www.sec.gov<\/a>). You are also able to obtain these documents, free of charge, from MoneyLion by accessing MoneyLion\u2019s website at https:\/\/investors.moneylion.com<\/a> or from Gen Digital by accessing Gen Digital\u2019s website at https:\/\/investor.gendigital.com\/overview\/default.aspx<\/a>. Copies of the Registration Statement, the Proxy Statement\/Prospectus and the filings with the SEC that are incorporated by reference therein can also be obtained, without charge, by directing a request to Sean Horgan, Head of Investor Relations, at shorgan@moneylion.com<\/a>, or by calling (332) 258-7621, or to Gen Digital by directing a request to Gen Digital\u2019s Investor Relations department at 60 East Rip Salado Parkway, Suite 1000, Tempe, AZ 85281 or by calling (650) 527-8000 or emailing IR@gendigital.com<\/a>. The information on MoneyLion\u2019s or Gen Digital\u2019s respective websites is not, and shall not be deemed to be, a part of this communication or incorporated into other filings either company makes with the SEC.\n<\/p>\n Participants in the Solicitation<\/b><\/p>\n \nMoneyLion, Gen Digital and certain of their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies from the stockholders of MoneyLion in connection with the proposed transaction. Information about the interests of the directors and executive officers of MoneyLion and Gen Digital and other persons who may be deemed to be participants in the solicitation of stockholders of MoneyLion in connection with the proposed transaction and a description of their direct and indirect interests, by security holdings or otherwise, is included in the Proxy Statement\/Prospectus related to the proposed transaction, which was filed with the SEC. Information about the directors and executive officers of MoneyLion and their ownership of MoneyLion common stock and MoneyLion\u2019s transactions with related persons is also set forth in the sections entitled \u201cExecutive Officers,\u201d \u201cCorporate Governance,\u201d \u201cCertain Relationships and Related Party Transactions,\u201d \u201cExecutive and Director Compensation\u201d and \u201cBeneficial Ownership of Securities\u201d included in the definitive proxy statement for MoneyLion\u2019s 2024 Annual Meeting of Shareholders, as filed with the SEC on Schedule 14A on April 29, 2024. Information about the directors and executive officers of MoneyLion, their ownership of MoneyLion common stock, and MoneyLion\u2019s transactions with related persons is set forth in the sections entitled \u201cDirectors, Executive Officers and Corporate Governance,\u201d \u201cExecutive Compensation,\u201d \u201cSecurity Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters,\u201d and \u201cCertain Relationships and Related Transactions, and Director Independence\u201d included in MoneyLion\u2019s annual report on Form 10\u2011K for the fiscal year ended December 31, 2024, which was filed with the SEC on February 25, 2025. Information about the directors and executive officers of Gen Digital, their ownership of Gen Digital common stock, and Gen Digital\u2019s transactions with related persons is set forth in the sections entitled \u201cCorporate Governance,\u201d \u201cThe Board and Its Committees,\u201d \u201cDirector Nominations and Communication with Directors,\u201d \u201cOur Executive Officers,\u201d \u201cSecurity Ownership of Certain Beneficial Owners and Management,\u201d \u201cExecutive Compensation and Related Information,\u201d and \u201cCertain Relationships and Related Transactions\u201d included in Gen Digital\u2019s definitive proxy statement in connection with its 2024 Annual Meeting of Stockholders, as filed with the SEC on July 29, 2024.\n<\/p>\n No Offer or Solicitation<\/b><\/p>\n \nThis communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities or the solicitation of any vote of approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements.\n<\/p>\n View source version on businesswire.com: <\/span>https:\/\/www.businesswire.com\/news\/home\/20250310473411\/en\/<\/a><\/span><\/p>\n \nInvestor Relations KEYWORDS:<\/b> United States North America New York<\/p>\n INDUSTRY KEYWORDS:<\/b> Fintech Professional Services Finance<\/p>\n\n
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ir@moneylion.com<\/a><\/p>\n
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