Trump SPAC Deal Finally Files a Proxy: 10 Key Details We Now Know

Former President Donald Trump speaks during the American Freedom Tour at the Austin Convention Center in Austin, Texas, on May 14, 2022. Brandon Bell/Getty Images

Seven months after announcing a SPAC merger, a social media company owned by former President Donald Trump has filed its proxy. Here are the key details from the more than 250 pages contained in the proxy filing.

1. New Name

If the merger between Trump Media & Technology Group and Digital World Acquisition Corp is completed, the new company will be known as Trump Media & Technology Group Corp. Shares will trade on the Nasdaq with the new ticker TMTG for common shares and TMTGW for Digital World warrants.

2. Dilution to Shareholders

TMTG existing shareholders will receive up to 40 million shares of common stock based on the price of Digital World Acquisition. The earnout is based on the volume-weighted average price of Digital World stock based on price levels of $15, $20, and $30.

PIPE investors also have the option to purchase one million shares of Digital World Convertible Preferred Stock for $1,000 per share, which would convert into 29,761,905 shares of common stock.

3. Public Share Ownership

The percentage of the new company owned by public shareholders will be contingent on the amount of dilution from earnouts and PIPE investments along with the amount of redemptions that happen at merger vote. Public shareholders are expected to own 23.7 percent of the new company if no redemptions happen at merger. If the PIPE investors purchase additional shares at vote, the public ownership would be 19.2 percent of the new company.

4. Deal Closing Date

A merger vote has not been set for the SPAC deal with the filing. The parties believe a deal will be completed in the second half of 2022. Digital World has a current deadline of Sept. 8, 2022 to complete a merger. The SPAC can also extend the deadline to March 8, 2023.

5. The Chairman

Trump will serve as the Chairman of the Board of the new company, according to the filing. He’s listed as having 73.3 million shares of common stock, representing 57.8 percent of the voting power of the outstanding common stock.