CION Proposes $25 Million Investment in Pearl Financing at an Estimated $350 Million Valuation
Key Facts
David’s Bridal and K&F Growth Acquisition Corp. 2 announced that they had signed a non-binding letter of intent to combine the Pearl platform in a proposed transaction that would make it an independent, publicly listed company. The plan includes $75 million in financing from public equity investors, with CION Investment, David’s Bridal’s largest shareholder, proposing to invest $25 million as a lead investor. The company said CION’s proposed contribution remains subject to final documentation, and the financing amount could increase. This means the $25 million is part of broader financing, not a standalone commitment to cover all of Pearl’s needs. The transaction is still at an early stage, with completion dependent on due diligence, agreement on final documentation, approvals and other conditions, with no guarantee it will close.
The letter of intent values Pearl at approximately $350 million on an enterprise value basis after completion of the transaction, or approximately 9.3 times projected 2027 EBITDA. This valuation is based on the assumption that K&F shareholders do not redeem their funds, tying it to the transaction’s final arrangements and circumstances. These figures are estimates in a non-binding agreement, not a final price set in a completed transaction. David’s Bridal says Pearl is an existing platform within its business, bringing together wedding planning, content, e-commerce and a marketplace for service providers. The proposed separation would give the platform the David’s Bridal brand and intellectual property, according to the announcement. The company also said Pearl is expected to be debt-free after the proposed merger is completed.
Management has presented ambitious financial projections for the platform ahead of any potential listing, expecting an EBITDA margin of more than 30% in 2026. It also projects revenue growth of more than 100% in 2027, to more than $85 million, with positive free cash flow in 2026 and 2027. These are forward-looking projections provided by the company, not realized financial results. David’s Bridal frames the figures against the U.S. wedding services market, which it said is approaching $100 billion in 2026. It added that approximately 90% of brides in the United States engage with the Pearl ecosystem, a company estimate of the platform’s reach. The company also says its digital content network has 8 million social media followers and 30 million monthly viewers, while its e-commerce website attracts 60 million visitors annually.
The proposed plan includes a management transition if the transaction is completed: Kelly Cook, David’s Bridal’s current chief executive, is expected to become Pearl’s chief executive. Elina Vilk, the company’s president and chief business officer, is also expected to become the platform’s president. David’s Bridal said its stores will not be affected by the separation and will continue operating as usual. The company expects to remain a significant contributor to Pearl after the transaction, retaining a stake in the proposed standalone platform business. In trading, CION shares closed at $6.55 on October 22, 2026, according to EL7 data. Neither the announcement nor EL7 data in the available materials provided a daily trading range for the stock.
The parties expect the transaction to be completed in the first half of 2027, following procedural steps and approvals that have yet to be finalized. One upcoming milestone is a special meeting of K&F shareholders scheduled for November 3, 2026, to vote on extending the deadline for completing its business combination. The proposal would move the deadline from November 6, 2026, to February 7, 2028. The proposed extension would give the company more time to pursue the potential Pearl transaction, but does not replace the required due diligence, documentation and approvals. The platform’s listing remains contingent on completing these requirements and on the outcome of the shareholder vote on the extension.