The Weekly SPAC Review

A Chamath De-SPAC with 99% redemptions is on a tear and Manscaped trims its public aspirations in this edition of the Weekly SPAC Review, a newsletter recapping the previous week's SPAC activity.

Good Afternoon,

Last week there was only 1 deal announced: Covalto, and 2 mergers were closed: Rubicon Technologies and Akili Interactive.

One of Chamath's biotech-focused SPACs, and the second to complete its merger: Social Capital Suvretta I (DNAA), closed its transaction with Akili Interactive. The stock rose 47% in regular trading hours after reports of closing.

The combined company reported after-hours that shareholders had redeemed over 99% of the public SPAC shares, indicating that Akili, which starts trading as $AKLI this morning, has the lowest number of public SPAC shares remaining post-merger (around 230,000) since Qualtek [$QTEK]. In after-hours trading, the stock soared another 200%, settling at $42.

It is quite common for De-SPACs that experienced high redemptions to be speculatively bought up after redemption results are released or when the transaction closes due to the low public share float. Though these can run substantially beyond the $10 deal price, the moves are temporary, as when additional shares are registered or lock-ups expire (or when traders realize the float is larger than initially thought), the attraction of the low float disappears. When this occurs, it is extremely likely that the market will reset the stock's price down well under the $10 deal price, as the high redemption typically indicates that investors were not fans of the deal at $10.

Let’s begin.

Random De-SPACs above 10:

Over $10: Archaea Energy [$LFG] — $19.75 (completed its merger in September 2021)

Not far above 10 cents: Cazoo [$CZOO] — $0.67 (completed its merger in August 2021)

The Stats

SPAC Market Snapshot

  • Activity last Week: 1 Merger Announced, 2 Mergers Completed, 0 IPOs, 3 Terminations, 0 Liquidations Announced (17 Announced YTD)

  • Total SPACs Searching: 575

  • Announced Deals: 110

  • Total Active SPACs: 687

Weekly Gainers & Losers*

Monthly Gainers & Losers*

*prices as of close on Aug 19th

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News & De-SPAC Updates

  • Special Opportunities Fund announces it has reached an interim agreement in with FAST [$FAST] in connection with its previously announced lawsuit. The public SPAC shares will be redeemed "promptly after Aug 15th", and FST will be able to use funds (with limits below) to pay for expenses, while the remaining net assets will be held back while the lawsuit continues (PR)

  • Embark Technology [$EMBK] crossed $10 per share for the first time since late last year around the time it completed its SPAC merger -- The company completed its reverse stock split of 1-for-20 and started trading on the split-adjusted basis on Wednesday (PR)

  • Hyzon Motors [$HYZN] ousts CEO Craig Knight as financial probe continues (Freightwaves)

  • Geely Auto earnings squeezed by Covid lockdowns and chip shortage (FT)

  • Altus Power [$AMPS]reported that it entered into a privately negotiated warrant exchange agreement with a warrant holder in which AMPS issued 43,826 shares in exchange for 182,608 warrants (SF)

  • MarketWise [$MKTW] announces a warrant exchange offer to its warrant holders: 0.1925 shares of common stock in exchange for each warrant, with the offer expiring on Sep 14th. In addition, MKTW plans to amend the warrant agreement permitting the company to force redeem the remaining warrant upon expiration of the offer to an exchange ratio that is 10% less than the offer (PR)

  • DocGo [$DCGO] Announces Redemption of All Outstanding Warrants with a deadline of Sep 16th to exercise (PR)

  • Babylon [$BBLN] Weighs Take-Private Not Long After SPAC Deal (BB)

  • Judge approves Asurion's $110 million purchase of Enjoy Technology [OTC: ENJYQ] (RTS)

  • GreenLight Biosciences [$GRNA] announces $109M PIPE financing at $3.92 per share from investors including S2G Ventures, BNP Paribas, and the FTX Foundation (PR)

  • Better (merging with Aurora[$AURC]) taps Palantir, the data company that's teamed up with AWS and IBM, to offer its mortgage platform to the industry (BI)

    • The CEO of Better.com was asked in a Bloomberg interview if the plan is still to go public via SPAC:

      • Garg: We're evaluating all of our opportunities. And again, I can't comment publicly on it. All I can say is we remain committed to achieving greater capitalization

Layoffs:

  • Tempo Automation (merging with ACE Convergence [$ACEV]) reports to the State of California that it has laid off 54 employees

  • Leaked memo: Electric-truck startup Xos [$XOS] makes its fourth round of layoffs in two months a year after its $2 billion SPAC deal (BI)

The Deals

  • LIV Capital II [$LIVB] & Covalto at a $547M Pro-forma enterprise value (PR)(IP)

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SPAC Updates

Merger Votes / Completions

  • Merger Approved: Silver Crest [$SLCR] & Tim Horton's China (SF)

    • At the time of the filing, 34.1M shares were redeemed or an estimated ~99% of the public SPAC shares. However, these are not the final results and the number may change, as the SPAC is accepting redemption reversals until 5 pm on Aug 29th

  • Vote Date Set:

    • Riverview [$RVAC] & Westrock Coffee (8/25)

    • cleantech [$CLAQ] & Nauticus Robotics (9/6)

  • Completed:

    • Founder SPAC (FOUN) & Rubicon Technologies [$RBT]

      • 24.2M shares were redeemed, or an estimated ~77% of the public SPAC shares

    • Social Capital Suvretta I (DNAA) & Akili Interactive [$AKLI]

      • 24.8M shares were redeemed, or an estimated ~99% of the public SPAC shares, indicating there are an estimated ~230k public SPAC shares remaining (SF)

Terminations / Liquidations

  • Terminated:

    • Bright Lights [$BLTS] & Manscaped (PR)

      • Manscaped will pay a termination fee of $1M, with $350,000 due on the termination date and the remaining in equal installments over 3 years (SF)

    • 10X Capital Venture II [$VCXA] & PrimeBlock (SF)

    • Crown PropTech [$CPTK] & Brivo (SF)

      • CPTK reported that it received a notice from Brivo that it elected to terminate the business combination agreement, as the outside date was Aug 9th. However, CPTK is stating they believe Brivo and the Chairman of Brivo breached the merger agreement and support agreement

      • In addition, CPTK reported the resignation of both its CFO (and board member) and a 2nd board member (who was also a member of the audit committee). No note was provided on whether there was any disagreements that led to the departures

Liquidations: RedBall [$RBAC], GO [$GOAC], and Ribbit Leap [$LEAP] were delisted and liquidated

Deal Updates

  • Pacifico [$PAFO] and Caravelle amend the merger agreement to, among other things, remove the following closing conditions: PIPE amount of $60M and the min. cash of $4M (SF)

  • Outside Date Extended: Moringa [$MACA] and Holisto amend the merger agreement to, among other things, extend the outside date from Nov 15th to Jan 1st, 2023 (SF)

  • AMCI II [$AMCI] reports that its merger partner, LanzaTech, will be restating its financial statements for 2020 and 2021, after its Board and auditor concluded those statements should no longer be relied upon (SF)

Notable Extensions

  • Better World [$BWAC] shareholders approved the extension of its deadline from Aug 17th to Feb 17th, 2023 (SF)

  • Aries I [$RAM] shareholders approved the ability for RAM to extend 1 month at a time for 12 months or until Aug 21st, 2023 by depositing the lesser of $120,000 or $0.035 per public share into trust (SF)

More

  • Pioneer [$PACX] reported in its 10-Q that if the SPAC does not complete a merger, the sponsor will retain what remains of the $17.5M termination fee from Acorns after expenses (SF)

  • Portage Fintech [$PFTA] reports that Goldman, who underwrote PFTA's IPO along with BTIG, Scotiabank, and SoFi, has waived all rights to its deferred underwriting fees (SF)

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Key Filings

De-SPAC/ Post-Merger S-1s

*including PIPE resale registrations where applicable — latest post-merger S-1 filings can be found by SPAC Track Pro subscribers in the “De-SPAC" view under the column “Post-Close S-1”

Upcoming Dates:

See the full calendar with proxy links here.

Thanks for reading,

The team at SPAC Track (spactrack.io)

Abbreviations: DA: Definitive Agreement, MA: Merger Approved, PR: Press Release, SF: Company filing with the SEC, IP: Investor Presentation, Bloomberg: BB, Reuters: RTS, TechCrunch: TC, Business Insider: BI
DISCLAIMER: The information provided in this newsletter is for your convenience only and is not intended to be treated as financial, investment, tax, or other advice. SPAC Track and its parent, CommonFi, do not make any guarantees, representations, or warranties as to, and shall have no liability for, the timeliness, truthfulness, sequence, quality, completeness, or accuracy of any of the information or data provided in this newsletter or on the SPAC Track website.