Earnings SZN is getting a little easier

The Nightcap newsletter: SPAC Track’s nightly recap of the action in the SPAC world. (August 13, 2021)

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Thank you,

Nick

Tonight’s newsletter is sponsored by Founder Shield.

SPAC transaction volume has already surpassed 2020’s total, and regulators have taken notice. With increased scrutiny from the SEC, effective risk management has never been more important for SPACs and their sponsors. How should SPACs approach risk management and insurance in 2021 and beyond? Find out in Founder Shield’s SPAC Risk Management Guide.

The Stats:

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The Deals (1):

1) MedTech Acquisition Corporation (MTAC: $9.88) & Memic Innovative Surgery

  • Merger Partner Description:

Memic was founded in 2013 and based in Tel Aviv, Israel with a wholly owned subsidiary based in Fort Lauderdale, Florida, is a medical device company dedicated to transforming surgery with its proprietary surgical robotic technology.Valuation: $675M Pro-forma Market Cap

Deal News:

FoxWayne, Aerami Therapeutics SPAC Deal Said Worth $195 Million (Bloomberg—paywalled)

Blank-check company FoxWayne Enterprises Acquisition Corp. (FOXW: $9.88) is in talks to merge with Aerami Therapeutics Holdings LLC, which develops treatments for severe respiratory diseases, in a deal that’s set to value the combined entity at about $195 million, according to people with knowledge of the matter.

The special purpose acquisition company executed a non-binding letter of intent with Aerami earlier this month, according to a securities filing, which didn’t disclose the transaction size. A deal is yet to be finalized, the people said, and terms could still change.

Representatives for FoxWayne and Aerami declined to comment on the valuation.

Brisbane, California-based Aerami’s key therapies include inhaled imatinib, which treats pulmonary arterial hypertension, its website shows. The company also makes an inhaler known as “Afina,” which it says uses technology to “optimize the precise delivery of therapeutics to the lungs in seconds.” It purports to deliver about 80% of the drug to the lungs, which it says is two to four times higher than conventional inhalers.

Quick News Corner:

  • GreenVision Acquisition Corp (GRNV: $12.95 +59.1%) completes business combination with Helbiz. Due to the number of redemptions (~$16M) and resulting low float, Helbiz has an agreed plan with Nasdaq in order to meet the listing requirements. From the PR:

As a result of GreenVision recent redemptions totalling approximately $16 million, the combined company will not meet Nasdaq’s initial listing requirements of a $15 million free trading public float and 1 million free trading shares. Based on an agreed plan between the Company and Nasdaq, in the next 7 days Helbiz expects to receive an automatically-issued delisting letter from the exchange, which will note the deficiencies and stipulate an opportunity to cure such. Helbiz intends to remedy the deficiencies within the necessary time frame through the filing of a registration statement on Form S-1 covering the private placement shares issued to the PIPE investors. Helbiz aims to file the registration statement with the Securities and Exchange Commission within the next 10 days. When the S-1 is declared effective, the 2.65 million PIPE shares will be considered as part of the “free trading public float”.

  • Software Acquisition Group Inc. II (SAII: $8.98) shareholders approve the merger with Otonomo

  • NavSight Holdings, Inc. (NSH: $9.23) shareholders approve the merger with Spire. The merger is expected to complete on August 16th with NSH beginning to trade as SPIR following completion.

New S-1s (2):

  • $100M, 1/2 warrant

  • Focus: “The Company plans to take a differentiated approach compared to the recent plethora of special purpose acquisition company issuances by focusing its initial business combination search on the following industry segments: [emerging technology industries]”

  • $40M, 1/3 warrant

  • Focus: TMT industry in Asia or North America

Prepare for Earnings!

We are launching a De-SPAC earnings tracker on the SPAC Track website this weekend! This resource will keep track of the revenue that De-SPACs report and compare the numbers against the SPAC / target company’s projections in the investor presentation at the deal announcement. This is just the first iteration— we are working on a more robust version with additional metrics.

Below is a sample of the page and more details. Follow @spactrack on Twitter or @djohnson_cpa for the link to the page when it is live and for other updates.

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Upcoming Dates:

Next Week’s Announced Shareholder Meetings, Unit Splits, Warrant Redemptions

Mon, August 16

  • Merger Meeting: RMG Acquisition Corp. II (RMGB: $9.53) & ReNew Power

  • Unit Split: FinTech Acquisition Corp. VI (FTVI-U: $9.99)

  • Warrant Redemption Deadline: Skillz (SKLZ: $11.35)

Tues, August 17

  • Merger Meeting: Tailwind Acquisition Corp. (TWND: $9.76) & QOMPLX

  • Unit Split: International Media Acquisition Corp. (IMAQ-U: $10.05)

Wed, August 18

  • Merger Meetings: NextGen Acquisition Corporation (NGAC: $9.85) & XosAjax I (AJAX: $9.82) & CazooKismet Acquisition One Corp (KSMT: $9.64) & NextersLIV Capital Acquisition (LIVK: $9.85) & AgileThought

Fri, August 20

  • Merger Meetings: Spring Valley Acquisition Corp. (SV: $10.05) & AeroFarmsVector Acquisition Corp (VACQ: $10.62) & Rocket Lab

Thanks for reading,

SPAC Track