The SPAC Week in Review
A newsletter recapping the past week's SPAC activity (March 21, 2022)
The Stats:
SPAC Track Pro Updates:
New Data Points and Filters have been added to the Pro Screener as of 3/16:
Data Points:
NAV (Trust per share) from proxy filing, Date of filing used for Trust per Share, Link to relevant filing, Upcoming extension vote date, extension vote link, extension vote redemption date, extension vote ex. redemption date
New De-SPAC Filters:
Completed in 2022, Redemption Levels (<50%, 50%+, 75%+, 90%+), Post-closing S-1 effective
Sign up for SPAC Track Pro and get 15% off of the first month or the first year of the annual subscription with the coupon: ‘15PRECAP2022’. View all of the data points available for SPAC Track Pro users here: spactrack.io/pro
If you only want to subscribe to the premium daily newsletter (sent each morning before the market opens), you can do so here:
The Deals from the Past Week (4):
1) Vickers Vantage Corp. I (VCKA) & Scilex Holding Company (a subsidiary of Sorrento Therapeutics)
Merger Partner Description:
Scilex Holding Company, a majority-owned subsidiary of Sorrento Therapeutics, Inc., is dedicated to the development and commercialization of non-opioid pain management products for treatment of acute and chronic pain. Scilex is uncompromising in its focus to become the global pain management leader committed to social, environmental, economic, and ethical principles to responsibly develop pharmaceutical products to maximize quality of life. Scilex targets indications with high unmet needs and large market opportunities with non-opioid therapies for the treatment of patients with moderate to severe pain.
Valuation: $1.64B equity value
PIPE: No PIPE
2) Pono Capital Corp (PONO) & Benuvia
Merger Partner Description:
Benuvia, Inc. is a leading drug developer and manufacturer of active pharmaceutical ingredients focused on cannabinoids, with a growing portfolio of drug products and intellectual property. Benuvia owns the FDA approved cannabinoid drug SYNDROS® (dronabinol oral solution CII). SYNDROS® is FDA approved as a prescription drug for the treatment of chemotherapy-induced nausea and vomiting in cancer patients and loss of appetite in AIDS patients who have lost weight. Benuvia is pursuing 505(b)(2) fast-track approval with the FDA for Investigational New Drugs (“INDs”) for its dronabinol oral solution, with a focus on large opportunities that have significant unmet needs with industry research and studies supporting targeted efficacy endpoints. Benuvia manufactures active pharmaceutical ingredients in its 83,000 square foot cannabinoid manufacturing facility that is permitted by the US DEA for Schedule I to III Controlled Substances, is FDA registered and a cGMP facility. Benuvia has a robust portfolio of patents and patents pending and is pursuing new intellectual properties for its drug products.
Valuation: $440M EV
PIPE: No PIPE
3) Brookline Capital Acquisition Corp. (BCAC) & Apexigen
Merger Partner Description:
Apexigen is a clinical-stage biopharmaceutical company focused on discovering and developing a new generation of antibody therapeutics for oncology, with an emphasis on new immuno-oncology agents that may harness the patient’s immune system to combat and eradicate cancer. Sotigalimab and Apexigen’s other programs were discovered using Apexigen’s proprietary APXiMAB™ discovery platform. This platform has enabled Apexigen and its collaboration partners to discover and develop high-quality therapeutic antibodies against a variety of molecular targets, including targets that are difficult to drug with conventional antibody technologies. Multiple product candidates have been discovered using the APXiMAB platform, one of which is commercially available and the others are in clinical development, either internally by Apexigen or by its licensees.
Valuation: $205M pre-money equity
PIPE: $15M
4) Metals Acquisition Corp. (MTAL) & CSA Copper Mine (Glencore subsidiary)
Merger Partner Description:
CSA is a producing, high-grade, long-life, underground copper mine located in the Tier 1 mining jurisdiction of western New South Wales, Australia. CSA has been in operation since 1967 and has a strong ESG track record.
Purchase price of:
$1.1B, of which Glencore will subscribe for $50m of equity; plus
a 1.5% copper net smelter royalty to Glencore,
News:
Neuberger Berman Raises $1.95 Billion to Co-Sponsor SPACs (WSJ)
Homebuying Startup Knock Scraps Plans to Go Public, Lays Off Half Its Staff (Bloomberg)
Second BuzzFeed (BZFD) employee complaint filed over botched IPO (Axios)
Electric Last Mile shares plummet to $1 after company confirms SEC probe (CNBC)
Byju’s Founder in $800 Million Funding Round With BlackRock (Bloomberg)
Nikola (NKLA) wants to add 200M common shares that could raise $1.5B (Freightwaves)
Hydrow [formerly reported to be in talks with Sandbridge X2 Corp (SBII) back in August] announced it raised $55 million in a Series D funding round
Updates:
Terminations
First Reserve Sustainable Growth Corp. (FRSG) and EO Charging mutually agree to terminate their merger due to unfavorable market conditions
“FRSG intends to continue to pursue the consummation of a business combination with an appropriate target”
VPC Impact Acquisition Holdings II (VPCB) and Kredivo mutually agree to terminate their business combination due to “unfavorable market conditions”
According to the press release: “VPCB is considering future options, including seeking an alternative business combination. The parties have agreed that, in the event that VPCB is liquidated, Kredivo shall issue a penny warrant to VPCB providing VPCB with the ability to acquire a stake equal to 3.5% of the fully diluted equity securities of Kredivo.”
Merger Votes/ Completions
Bridgetown 2 Holdings Limited (BTNB) and PropertyGuru announce the completion of the business combination. Will begin trading as PGRU today
17.7M shares were redeemed, or 59.3% of the public SPAC shares
Spartan Acquisition Corp. III (SPAQ) and Allego announce the closing of the business combination. Will begin trading as ALLG today
The transaction raised appx $161M in gross proceeds, including a $150M PIPE, indicating a potential estimated ~98% redemption rate
Motive Capital Corp (MOTV) shareholders approve the business combination with Forge Global
Closing is expected to be on 3/21 with the ticker change to FRGE expected on 3/22
FirstMark Horizon Acquisition Corp. (FMAC) shareholders approve the business combination with Starry
Extensions
Tuscan Holdings Corp. II (THCA) has adjourned its extension vote meeting (to extend deadline from 3/31 to 6/30). The meeting was set for 3/22 and is now adjorned to 3/29
Deadline to redeem has been pushed to 3/25
Americas Technology Acquisition Corp. (ATA) deposits $0.10 per share, extending its deadline to 6/17/22
American Acquisitions Opportunity Inc. (AMAO) adjourned the meeting to 3/21 extend its deadline
Other Deal Updates
Tempo Automation announces $100M in equity financing after the closing of the merger with ACE Convergence Acquisition Corp. (ACEV) by an affiliate of Cantor Fitzgerald “from time to time at the request of post-merger Temp”
Zanite Acquisition Corp. (ZNTE) adds $32.3M ($30M from Acciona Logistica and an additional $2.3M) to the PIPE for its merger with Eve, bringing the total PIPE proceeds to $347.3M
Tailwind Two Acquisition Corp. (TWNT) and Terran Orbital amend their merger agreement to, among other things, remove the max. net debt and 85% max redemption conditions
Poema Global Holdings Corp. (PPGH) and Gogoro announce an additional $10M investment to the PIPE for their merger, bringing the total PIPE proceeds to $295M
Merger Vote Set
De-SPAC S-1 Activity (including PIPE resale registrations*):
S-1 filings:
BRC Inc. (Black Rifle Coffee Company) (BRCC)
*When applicable
S-4 Activity:
S-4 filings:
Edoc Acquisition Corp. (ADOC) & Calidi Biotherapeutics
DPCM Capital, Inc. (XPOA) & D-Wave
Biotech Acquisition Company (BIOT) & Blade Therapeutics
Ventoux CCM Acquisition Corp (VTAQ) & Presto
ITHAX Acquisition Corp. (ITHX) & Mondee
North Atlantic Acquisition Corporation (NAAC) & TeleSign
Effective:
Poema Global Holdings Corp. (PPGH) & Gogoro
Queen’s Gambit Growth Capital (GMBT) & Swvl
Upcoming Dates:
Upcoming Announced Shareholder Meetings, Unit Splits, Warrant Redemptions
See the full calendar here.
Thanks for reading,