The SPAC merger between Israeli fintech unicorn Pagaya and EJF Acquisition Corp. should be completed this week despite the many question marks surrounding the combination. EJF announced Friday afternoon that its shareholders had voted to approve its combination with Pagaya at a valuation of $8.5 billion. Nonetheless, many of the company’s shareholders quickly sold their shares in the company after the approval, choosing not to wait for trading in Pagaya shares to begin. This means that they do not believe that the value of the Israeli company should increase from its current valuation after the conclusion of the SPAC agreement. In another surprising twist, Barclays bank informed EJF last week that it would no longer serve as an underwriter for the SPAC, waiving any commission it was to receive from the deal.

The departure of an underwriter should ring alarm bells at any time, let alone a week before a company goes public. This is probably more than a valuation disagreement, as most underwriters know how to pressure companies to adjust their valuation to a more realistic level. Therefore, the likely explanation is that a lack of trust between the parties ultimately led to them going their separate ways. JP Morgan continues to act as Pagaya’s exclusive financial advisor, while UBS remains SPAC’s other underwriter.

Despite the above, Pagaya is expected to start trading on the Nasdaq stock market under the symbols “PGY” later this week. EJF did not disclose buyout figures in Friday’s press release. EJF initially contributed $288 million to the transaction from its trust. The PIPE has grown from $200 million to $350 million earlier this year, led by a group of investors including Tiger Global, Whale Rock, Singapore’s sovereign wealth fund, Healthcare of Ontario Pension Plan and G Squared.

Pagaya, founded in 2016 by CEO Gal Krubiner, CTO Avital Pardo and CRO Yahav Yulzari, announced in April that its revenue in 2021 had reached $475 million, beating its projection by 17%. Its 2021 revenue increased 379% from its 2020 revenue of $99 million. Pagaya uses machine learning and big data analytics to manage institutional money, with a focus on fixed income and alternative credit.

However, even with rising earnings, it’s hard to justify an $8.5 billion valuation in today’s market, hence why SPAC shares closed Friday at just $5.63. after trading slightly above their trusted $10 value throughout their redemption deadline (June 15).