Started from the Bottom: De-SPACs that withdrew or significantly cut guidance in their first earnings report as a public company
The Nightcap newsletter: SPAC Track’s nightly recap of the action in the SPAC world. (August 18, 2021)
Good evening!
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The State of De-SPACs Post-Earnings:
With 88% of De-SPACs completed in 2020-2021 reporting (as of this morning), here is the quick summary:
27% raised revenue guidance from the projections in their investor presentation at the time of the initial deal announcement
22% reaffirmed
13% lowered (listed below)
5% or a total of 8 companies withdrew guidance (listed below)
See more below:
… and here’s the flip side from yesterday’s newsletter (**returns below are from IPO as of yesterday’s close):
The Stats:
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The Deals:
1) InterPrivate III Financial Partners (IPVF: $9.80) & Aspiration Partners
Merger Partner Description:
Aspiration is a leading platform to help people and businesses put automated sustainable impact into their hands and integrate it into their daily lives. Aspiration has earned the trust of its more than 5 million members by helping them spend, save, shop, and invest to both "Do Well" and "Do Good." Aspiration Partners, Inc. is a certified B Corp. Headquartered in Marina del Rey, CA, Aspiration Partners Inc. is backed by investors including Alpha Edison, AGO, Capricorn Investment Group, Allen & Company, Flourish Ventures, Social Impact Finance, Deep Field Asset Management, Joseph Sanberg, Alex Pomeroy, Glenn "Doc" Rivers, Orlando Bloom, Leonardo DiCaprio, Cindy Crawford, Kaia Gerber, and Robert Downey Jr.'s Footprint Coalition Ventures.
Valuation: $1.94B EV
PIPE: $200M PIPE including investments from:
Financière Agache (the Bernard Arnault family office), Doha Venture Capital (Qatar), Capricorn Investment Group, Serengeti Asset Management, Brand Capital International (the strategic investment arm of The Times Group), Western & Southern Life Insurance, InterPrivate Capital, AGO Partners
and Drake
2) Aldel Financial Inc. (ADF: $9.99) & Hagerty
Merger Partner Description:
Hagerty is a specialty insurance provider focused on the global automotive enthusiast market and an automotive enthusiast brand offering integrated membership products and programs. Hagerty is home to Hagerty Drivers Club, Hagerty DriveShare, Hagerty Valuation Tools, Hagerty Media, Hagerty Drivers Club magazine, MotorsportReg, Hagerty Garage + Social, the Amelia Island Concours d'Elegance, the Concours d'Elegance of America, the Greenwich Concours d'Elegance, the California Mille, Motorworks Revival and more.
Valuation: $3.13B EV
PIPE: $704M fully committed PIPE led by strategic partners State Farm and Markel Corporation at $10.00 per share plus 18% warrant coverage
News:
BuzzFeed Clashed With NBCUniversal as It Pursued SPAC Deal (WSJ—paywalled)
As BuzzFeed Inc. was exploring plans to go public earlier this year, it ran into a problem: Executives at the digital-media outlet’s biggest investor, NBCUniversal, thought they were getting a bad deal.
At issue was BuzzFeed’s plan to merge with a special-purpose acquisition company, or SPAC. Executives at NBCUniversal were frustrated that the deal valued BuzzFeed at $1.5 billion, below the level where it had invested years earlier, people familiar with the situation said. The unit of Comcast Corp. was facing a substantial loss on the deal, while earlier investors would come out ahead.
NBCUniversal ultimately approved the deal after reaching an agreement in April with BuzzFeed Chief Executive Jonah Peretti that guaranteed it concessions while still leaving it facing a loss of roughly $100 million, the people said.
Tensions erupted during a BuzzFeed board call in the closing stages when Patrick Kerins, from early investor New Enterprise Associates and a proponent of the deal, launched into a tirade at NBCUniversal, criticizing its posture in the negotiations and the concessions it had won, people familiar with the deliberations said. He raised his voice as NBCUniversal executive Maggie McLean Suniewick listened in, they said.
Mr. Kerins declined to comment. NBCUniversal said in a statement it supports the deal. “I’m confident our investors, partners and shareholders will be pleased with the results,” Mr. Peretti said in a statement on the deal.
Near the end of last year, BuzzFeed began reaching out to SPACs, hoping to strike a deal to take the company public, according to a person familiar with its pitch to investors.
…
By February, 890 5th Avenue Partners (ENFA: $9.89)—a SPAC named for the headquarters of Marvel’s Avengers superheroes—had reached out to BuzzFeed, and the firms were in discussions, filings show. The deal would help finance the acquisition of youth-media company Complex Networks, adding another company to a portfolio that already included digital publisher HuffPost.
By the middle of May, BuzzFeed and 890 had hammered out the contours of a deal. The combined company, boosted by its acquisitions, expects to generate $654 million in revenue by 2022, with $117 million in adjusted profits, and would increase sales by about 26% annually and reach $1 billion by 2024, according to an investor presentation.
Quick News Corner:
Mudrick Capital Acquisition Corporation II’s (MUDS: $10.33) merger partner, The Topps Company, Raises 2021 Outlook and Announces Second Quarter 2021 Results.
NextGen Acquisition Corporation (NGAC: $9.20) shareholders approve the merger with Xos. Merger completion is expected tomorrow with ticker change to XOS on the 20th.
Ajax I (AJAX: $8.29) shareholders approve the merger with Cazoo. Merger completion is expected August 26th with ticker change to CZOO on the 27th.
LIV Capital Acquisition (LIVK: $9.67) shareholders approve the merger with AgileThought.
New S-1s:
None today.
Upcoming Dates:
This Week’s Announced Shareholder Meetings, Unit Splits, Warrant Redemptions
Thurs, August 19
Unit Split: Macondray Capital Acquisition Corp. I (DRAY-U: $9.85)
Fri, August 20
Merger Meetings:
Spring Valley Acquisition Corp. (SV: $9.36) & AeroFarms
Vector Acquisition Corp (VACQ: $10.10) & Rocket Lab
Unit Split: Thunder Bridge Capital Partners IV (THCP-U: $9.89)
Thanks for reading,