Freightos Limited and Gesher I Acquisition, a special purpose acquisition company, have entered into a definitive merger agreement that would result in Freightos being publicly listed on the NASDAQ under the ticker symbol FROS. The combined entity, to be known as Freightos, with offices around the world, will have a pro forma enterprise value of approximately $435 million.

Freightos connects participants across the international freight ecosystem, including hundreds of airlines, ocean liners, and trucking companies, as well as thousands of freight forwarders and over ten thousand importers and exporters, through a transparent digital platform that allows real-time global freight rate comparison, booking, and shipment management. The capital raised from the transaction will be invested to further scale the business, driving transaction value and improving margins.

Freightos was inspired by the successful digital revolutions in passenger travel, retail, lodging, and other industries, aiming to bring similar efficiency and transparency to the massive but largely undigitalized international freight industry.

“Global freight moves the world,” said Zvi Schreiber, chief executive officer of the Freightos Group. “Last year, $22 trillion worth of goods crossed borders, but we have all witnessed what happens when shipping doesn’t run smoothly, creating inventory shortages and increasing prices that challenge businesses and consumers globally. This presents a massive opportunity to digitalize one of the last large offline industries.”

“Our combination with Gesher and access to public markets will allow Freightos to continue to aggressively scale our platform and lead as an international freight booking and payment tool of choice,” said Schreiber. “This day represents new opportunities for the Freightos team around the world, whose diligence and dedication has made Freightos what it is today.”

“Freightos is modernising the global shipping industry as a true innovator in the logistics space,” added Ezra Gardner, Gesher’s CEO. “It enjoys positive unit economics, high gross margins, an incredibly high growth rate, and impressive customer retention. It is distinguished by its proprietary technology, data analytics, and deep network of customers comprising some of the largest players in the global supply chain today. Following the combination, Freightos will be the only pure-play public global freight platform investment opportunity available, and we’re excited to partner with Zvi and his team on this enormous market opportunity.”

In addition to the proposed merger with Gesher, the combined entity has obtained $80 million in capital commitments. Leading global investment firms and strategic industry players that have made commitments include:

• Qatar Airways, the world’s largest air cargo carrier, has agreed to invest another $10 million in the combined company.

• M&G Investments (£370 billion of assets under management) made a $60 million commitment to the Company, consisting of 4 million units of Gesher at $10.00 a share, waiving redemption rights with respect to approximately one million shares, as well as providing an additional backstop commitment of up to $10 million.

• Composite Analysis Group, Inc., an affiliate of Safer Logistics, LLC, committed up to $10 million to backstop redemptions by shareholders of Gesher.

Existing shareholders in Freightos include FedEx Corporation, SGX Group (the Singapore Exchange Limited), a number of major airlines, including Qatar Airways, IAG Cargo, the cargo division of International Airlines Group (a leading airline group whose brands include British Airways and Iberia), LATAM Airlines Group, Bob Mylod (Chairman of Booking Holdings) and leading financial investors such as Aleph and MoreVC. As an expression of confidence in Freightos and long term commitment, the team and large existing and new Freightos shareholders have signed lockup agreements spanning two years.

“Freightos is addressing an area of overwhelmingly unmet need in the global economy; fixing global freight. With its marketplace technology winning rapid commercial adoption, it is an ideal target for Gesher,” stated Carl Vine, portfolio manager at M&G. “The recent growth trajectory suggests that the company is well on its way to cementing its dominant position in this opportunity-rich area. We’re confident that this business combination will help Freightos realise its immense potential.”