Truth Social, Digital World near completion of long-delayed merger

"With this filing, we are closing in on the final steps before our merger becomes effective and goes to the shareholders for a vote," TMTG CEO Devin Nunes said in a press release.

Published: December 22, 2023 6:57pm

Digital World Acquisition Corp. and the Trump Media & Technology Group on Friday announced an "significant milestone" in the long-delayed merger that would enable the Trump-controlled Truth Social platform to secure listing on the stock exchange and securing financing for a major expansion.

Specifically, the firms filed an amendment to their S-4 Registration Statement, which includes a prospectus related the merger. The S-4 is still subject to revisions, pending approval from the Securities and Exchange Commission. The firms completed the initial S-4 filing in November.

"With this filing, we are closing in on the final steps before our merger becomes effective and goes to the shareholders for a vote," TMTG CEO Devin Nunes said in a press release. "Once consummated, we believe that the merger will allow Truth Social to exit the research and development phase, establishing our platform as a true start-up enterprise and the centerpiece of a movement to keep the internet open and protect free expression. For now, we've answered the SEC's inquiries and will be happy to address any follow-up questions they may have."

"The combination of the amendment to the Registration Statement, the approved completion of due diligence by our board, and the recommendation by our board that shareholders approve this transaction, represents another significant development in the Company's and TMTG's meaningful collaboration toward consummating the Business Combination," Digital World CEO Eric Swider added. "This new filing underscores our commitment to deliver comprehensive information to our stockholders to evaluate the value of this exciting combination with TMTG. We are hopeful we are now one step closer toward clearing regulatory comments to be able consummate the Business Combination."

Digital World is a special purpose acquisition company (SPAC) specifically designed to secure listing on the stock exchange and merge with or buy another firm. Should the merger go through, it would permit Truth Social's listing on the stock exchange.

The merger has struggled to secure SEC approval and the myriad delays led Nunes to speculate that the abundance of anti-Trump figures leading the agency were deliberately working to injure the business by slow-walking it.

"[Y]ou've got [SEC Chairman Gary] Gensler there, who[m] we outed as the guy who actually was the CFO for the Hillary campaign, who actually wrote the check to Fusion GPS," he said on the "Just the News, No Noise" television show in April. "You have Peter Strzok's wife, who is there, the disgraced FBI agent who was running the Russia hoax."

"You have the general counsel there at the SEC, happens to be she used to work for Pelosi [and] has now graduated up," he went on. "So you have three people that are clearly involved in this transaction or non-transaction, trying to basically kill our ability to have access to the public markets, the public capital markets... That's what this is really about."

The company, nonetheless, appears poised to complete the merger in the absence of further SEC inquiries. 

Ben Whedon is an editor and reporter for Just the News. Follow him on X, formerly Twitter.

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