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Kingswood SPAC Gets Another Extension to Complete Wentworth Merger

Kingswood now has until Feb. 24 of next year to complete its merger with broker/dealer aggregator Wentworth.

Kingswood Acquisition Corp., the special purpose acquisition company sponsored by the major shareholders in British wealth management firm Kingswood Group and a sister company to Kingswood U.S., said shareholders voted to approve another extension to complete its merger with broker/dealer aggregator Wentworth Management Services, according to a recent SEC filing. The SPAC had a deadline of Nov. 24, 2023, but that has been pushed back to Feb. 24, 2024.

In a Nov. 6 proxy statement, Kingswood said if shareholders didn't approve the deadline extension, it may not have be able to close the deal by Nov. 24.

Kingswood launched its SPAC in November 2020, announcing it had successfully raised $115 million in its initial public offering and would use proceeds from the public markets to invest in U.S.-based RIAs and wealth management firms. Larry Roth, former CEO of Cetera Financial Group, was brought in as lead director.

In July 2022, Wentworth, which owns four independent broker/dealers, entered into an agreement to merge with the SPAC, in a deal that would take the firm public. The two will merge under newly created Binah Capital Group, which will have over 1,900 advisors and $25 billion in assets. Binah is the name of what will be the publicly traded holding company, and Roth will serve as executive chairman of the firm. Wentworth and its broker/dealer subsidiaries, including PKS Investments, will be the market-facing brands.

Ryan Morfin, who stepped down as CEO of Wentworth a year ago, was recently suspended by the Financial Industry Regulatory Authority for five months, and fined $10,000 for engaging in banking activities without registering as an investment banking representative or having the requisite exam. FINRA says he also acted in a principal capacity at his firm without registering as such.

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