Neighborhood Intelligence, continuing to configure blockchain assets inherited from Overstock, announced it entered into a stockholder support agreement to back a proposed merger of digital asset and tokenization company Zero Group, Inc., with FG Imperii Acquisition Corp.
Neighborhood Intelligence reported it holds 38% of tZero through direct and indirect interests and has agreed to support the proposed transaction and vote its shares for the business combination, subject to the terms of a support agreement. Neighborhood Intelligence indicated the combined entity would incorporate the 38% stake it holds in tZero. The proposed agreement doesn’t extend to a merger of Neighborhood Intelligence as a corporation and the new combined entity.
tZero is a financial technology company that establishes tokenized financial markets through regulated infrastructure-as-a-service operations. Overstock originally developed tZero as part of a blockchain business portfolio prior to its acquiring the intellectual property of then-bankrupt Bed Bath & Beyond and engaging in a series of transactions and initiatives leading to its present corporate structure under the Neighborhood Intelligence banner.
tZero Group announced separately it had entered into a definitive business combination agreement with FG Imperii Acquisition Corp., a publicly traded special purpose acquisition company. Neighborhood Intelligence noted its merger agreement with tZero included the participation of FG Imperii and subsidiaries.
Neighborhood Intelligence maintained it expects the transaction to close in early 2027, subject to the satisfaction of customary conditions. These include the approval of the stockholders of each of tZero and FG Imperii, regulatory approvals, and the effectiveness of a registration statement to be filed by FG Imperii with the United States Securities and Exchange Commission, as well as the approval of the combined common stock listing on NYSE American.
“We believe this transaction represents an important next step for tZero and its future growth,” said Marcus Lemonis, Neighborhood Intelligence executive chairman and CEO. “With our significant ownership interest, we look forward to supporting tZero as it advances its business. The proposed business combination values tZero at a pre-money equity valuation of $350 million, including $25 million to be realized upon the achievement of specified milestones. Existing tZero stockholders, including Neighborhood Intelligence, are expected to roll 100% of their equity interests into the combined company. Following the closing, the combined company’s common stock is expected to trade on NYSE American under the ticker symbol TZRO.”
Alan Konevsky, tZero CEO, stated, “We have talked about the next phase of tZero’s evolution requiring a more independent footprint. This transaction delivers that objective, unlocks growth paths and strengthens our ability to scale market infrastructure required for an increasingly tokenized financial system.”
Neighborhood Intelligence did not immediately respond to a HomePage News query about the merger.
