The Nightcap from SPAC Track
The Nightcap newsletter: SPAC Track’s nightly recap of the action in the SPAC world. (December 20, 2021)
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The Stats:
The Deals:
1) L&F Acquisition Corp. (LNFA: warrants +2.32%) & ZeroFox
Merger Partner Description:
ZeroFox, the leader in external cybersecurity, provides enterprises external threat intelligence and protection to disrupt threats to brands, people, assets and data across the public attack surface in one, comprehensive platform. With complete global coverage across the surface, deep and dark web and an artificial intelligence-based analysis engine, the ZeroFox Platform identifies and remediates targeted phishing attacks, credential compromise, data exfiltration, brand hijacking, executive and location threats and more. The patented ZeroFox Platform technology processes and protects millions of posts, messages and accounts daily across the social and digital landscape, spanning LinkedIn, Facebook, Slack, Instagram, Pastebin, YouTube, mobile app stores, domains, cloud-based email and more.
Valuation: $1.31B EV
PIPE: $20M common equity and $150M convert
2) ITHAX Acquisition Corp. (ITHX: warrants -11.55%) & Mondee
Merger Partner Description:
Mondee Holdings is a group of leading travel technology, service, and content companies driving disruptive innovative change in the leisure, corporate, and retail travel markets. They deliver a revolutionary technology platform of SaaS, mobile, and cloud products and services to a global customer base, processing over 50 million daily searches and multi-billion dollars of transactional volume yearly. Founded in 2011, Mondee is headquartered in Silicon Valley, California, with 17 offices in USA and Canada, and operations in India, Thailand, and Ireland.
Valuation: $842M EV
PIPE: $50M
3) Globis Acquisition Corp. (GLAQ: warrants -25%) & Forafric
Merger Partner Description:
Forafric is a leading agribusiness player in Africa with activities in Morocco and Sub Saharan Africa. It is the milling industry leader with a complete range of flour and semolina, and secondary processing products such as pasta and couscous. The Group operates 12 industrial units, and 2 logistics platforms. FORAFRIC exports its products to more than 45 countries around the world. FORAFRIC intends to continue expanding both in Morocco and in Africa, and contributing to growing Africa food security.
Valuation: $300M EV
No Investor Presentation filed as of yet
4) Dynamics Special Purpose Corp. (DYNS: no warrants, common -1.59%) & Senti Bio
Merger Partner Description:
Senti Bio’s mission is to create a new generation of smarter medicines that outmaneuver complex diseases using novel and unprecedented approaches. To accomplish this, we are building a synthetic biology platform that may enable us to program next-generation cell and gene therapies with what we refer to as Gene Circuits. These Gene Circuits, which are created from novel and proprietary combinations of DNA sequences, are designed to reprogram cells with biological logic to sense inputs, compute decisions, and respond to their cellular environments. We aim to design Gene Circuits to improve the intelligence of cell and gene therapies in order to enhance their therapeutic effectiveness, precision, and durability against a broad range of diseases that conventional medicines do not readily address. Our synthetic biology platform utilizes allogeneic chimeric antigen receptor natural killer (CAR-NK) cells, outfitted with these Gene Circuit technologies, to target particularly challenging liquid and solid oncology indications, including acute myeloid leukemia, hepatocellular carcinoma, and colorectal cancer. We have also demonstrated the breadth of our Gene Circuits in other modalities and diseases outside of oncology, and have executed partnerships with Spark and BlueRock to advance these capabilities.
Valuation: $276M EV
PIPE: $66.8M including investments from 8VC, Amgen Ventures, funds and accounts managed by Counterpoint Global (Morgan Stanley Investment Management), Invus, LifeForce Capital, NEA, Parker Institute for Cancer Immunotherapy, and T. Rowe Price funds
Additional Financing: ~$86M in non-redemption agreements from existing Dynamics investors including ARK Investment Management LLC funds, funds and accounts managed by Counterpoint Global (Morgan Stanley Investment Management), Invus, and T. Rowe Price funds
News:
Cohn Robbins SPAC Discusses Merger Deal With Lottery Operator Allwyn (Bloomberg—paywalled)
Cohn Robbins Holdings Corp. (CRHC), the blank-check firm led by former Goldman Sachs Group Inc. executive Gary Cohn and Clifton Robbins, has held talks to merge with Allwyn, a Europe-focused lottery operator which also has digital-gaming and sports-betting businesses, according to people with knowledge of the matter.
The Cohn Robbins special purpose acquisition company has attempted to raise a so-called private investment in public equity, or PIPE, to support the transaction, the people said. A transaction size couldn’t immediately be learned. A deal hasn’t been finalized and if one is reached, it’s not expected to be until January at the earliest.
A Cohn Robbins spokesman declined to comment. Allwyn representatives didn’t immediately respond to requests for comment.
Allwyn operates in Austria, the Czech Republic, Greece, Cyprus and Italy, markets that it says have a total adult population of more than 91 million. The firm, formerly called Sazka Entertainment, is the parent company of Sazka Group AS, which has about $4.5 billion in debt, according to data compiled by Bloomberg. In March, affiliates of Apollo Global Management Inc. closed on an investment of 500 million euros ($564 million) in Sazka Entertainment.
Cohn left his post as president and chief operating officer of Goldman Sachs to be President Donald Trump’s chief economic adviser from 2017 to 2018. Robbins is best known for founding activist hedge fund Blue Harbour Group in 2004, before shuttering the firm in 2020. He previously held senior roles at KKR & Co. and General Atlantic.
Merger Votes/ Completions:
CF Acquisition Corp. V (CFV) Announces the second adjournment of its shareholder meeting to vote on its merger with Satellogic to 12/30. The meeting was initially scheduled for 12/8.
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Tracking De-SPAC S-1s (including PIPE resale registrations*):
S-1/A filings:
Kore Group Holdings (KORE: $6.35 -0.31%)
*When applicable
IPOs to begin trading tomorrow*:
1) Sagaliam Acquisition Corp. Announces Pricing of $100,000,000 Initial Public Offering (SAGA-U)
1) Larkspur Health Acquisition Corp. Prices $75 Million Initial Public Offering (LSPR-U)
*Priced as of this writing
New S-1s (5):
1) Aurora Technology Acquisition Corp. (ATAK)
$200M, 1 W, 1 R (1/10 sh)arrant
Focus: Tech in Asia and North America (Asian or Asian-American founders)
Directors:
Sam Yam (Co-Founder & President of Patreon)
Max Baucus (Former US Ambassador to China)
Alec Hartman (Co-founder of DigitalOcean)
2) and 3) Gores Holdings IX, Inc. (GHIX) and Gores Holdings X, Inc. (GTEN)
GHX: $525M, 1/5 Warrant
GTEN: $725M, 1/5 Warrant
Management:
Alec Gores (Chairman & CEO of The Gores Group
4) RF Acquisition Corp. (RFAC)
$100M, 1/2 Warrant, 1 Right (1/10th of a share)
Focus: Southeast Asian new economy (excluding China)
5) Roman DBDR Tech Acquisition Corp. III (RDXX)
$250M, 1/3 Warrant
Focus: Tech, media and telecom (TMT)
Strategic Advisors:
James Nelson (Director of Xerox and Chewy, Former Director of Herbalife, Caesars Entertainment Corporation, and Icahn Enterprises)
Upcoming Dates:
Upcoming Announced Shareholder Meetings, Unit Splits, Warrant Redemptions, Earnings, and Expected Ticker Changes
See the full calendar here.
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