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The Weekly SPAC Review
7 SPACs cut deals while 2 LEAP into liquidation in this edition of the Weekly SPAC Review, a newsletter recapping the previous week's SPAC activity.
Nick G.
August 09, 2022
Good Afternoon,
Last week was another busy week with 7 deals announced. The deals feature companies from a diverse set of industries, though most will be familiar to the SPAC initiated.
The targets: a scooter company, two fintechs, a crypto miner, a "Web3" infrastructure play, a graphite manufacturer, and an aerial firefighting company.
There were also 2 liquidations announced: Ribbit LEAP, which is led by prominent venture capitalist, Micky Malka, and Fast Acquisition, which is led by Sandy Beall, the former CEO of Ruby Tuesday.
Fast struck a deal in Feb 2021 with Tilman Fertitta to take Golden Nugget and Landry's public under Fertitta Entertainment. The deal with Fertitta Entertainment was officially terminated in December with Fast and its shareholders set to receive a settlement of up to $33M, per the press release announcing the termination. More on this below.
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Let’s begin.
Random De-SPACs above 10:
Over $10:
Stem [$STEM] — $14.76 (completed its merger in April 2021)
Not far above 10 cents:
Embark Technology [$EMBK] — $0.51 (completed its merger in Nov 2021)
The Stats
SPAC Market Snapshot
Activity last Week: 7 Mergers Announced, 4 Mergers Completed, 2 IPOs
Total SPACs Searching: 573
Announced Deals: 113
Total Active SPACs: 691
Weekly Gainers & Losers*
Monthly Gainers & Losers*
*prices as of close on Aug 5th
SPAC Track Pro
SPAC Track Pro subscribers get access to the premium SPAC dataset on spactrack.io and receive the premium morning newsletter in their inbox each trading day that covers the important SPAC activity in detail.
The premium dataset and the premium SPAC + De-SPAC screener include hundreds of data points including ex-redemption dates, De-SPAC redemption stats & standard lock-up information that can be useful regardless of SPAC investing/ trading strategy. View the full list of data points available to Pro users here.
Some recent features include a Rumors & Terminations screener, a filter for De-SPACs that have issued a “Going Concern” warning (30+), a filter for De-SPACs approaching 180 days from closing, and more. You can browse the screeners and filters that are available to Pro users here.
Sign up for Pro using the code, ‘August22’, before the end of August to receive 25% off the first year of the annual plan or the first quarter of the quarterly plan.
News & De-SPAC Updates
Hyzon Motors [$HYZN] reported that the information on its latest 10-K and 10-Q should no longer be relied upon due to issues regarding “revenue recognition timing and internal controls and procedures, primarily pertaining to its China operations”. In addition, Hyzon reported “operational inefficiencies” in its Europe operation (a joint venture with Holthausen) “which will have a material adverse effect on the Company’s ability to produce and sell vehicles”.(SF)
Trapped H2O Investors Inherit Stake in Troubled Taxi App [Gett] (BB)
Nikola [$NKLA] Sales Gain Despite Battery Crunch Pressuring Deliveries: Truck maker beats analyst expectations for revenue, loss while Deliveries to dealers in quarter fell short of prior forecast (BB)
Forbes explores sale, hires Citigroup as banker (RTS)
The FTC just slapped Opendoor [$OPEN] with a $62 million fine for 'misleading' customers about the true costs of its home-buying business (BI)
Nikola [$NKLA] enters into an agreement to acquire Romeo Power [$RMO] “To Bring Battery Pack Engineering and Production In-House” in an all-stock transaction that values RMO at $0.74 per share or $144M (a ~34% premium to RMO’s July 29 closing price) (PR)
Playtech Scraps Caliente Interactive SPAC Merger Plan- Sky News reported back in December of last year that Tekkorp Digital [$TEKK] was in advanced talks to merge with Caliente in a $2.5B deal
The Deals
Galata [$GLTA] & Marti at a $532M Pro-forma Enterprise Value (PR)(IP)
Social Leverage I [$SLAC] & W3BCLOUD at a $1.25B Pro-forma enterprise value (PR)(IP)
Energem [$ENCP] & Graphjet Technology at a $1.49B Pro-forma enterprise value (PR)
Globalink Investment [$GLLI] & Tomorrow Crypto Group at a $310M enterprise value (PR)
INFINT Acquisition Corporation [$IFIN] & Seamless Group (PR)
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SPAC Updates
Merger Votes / Completions
Completed:
Brookline Capital (BCAC) & Apexigen [$APGN]
Alpha Capital (ASPC) & Semantix [$STIX]
L&F (LNFA) & ZeroFox [$ZFOX]
DPCM Capital (XPOA)& D-Wave Systems [$QBTS]
Liquidations
New Liquidation 1: Ribbit LEAP [$LEAP], effective Aug 15th with an estimated $10.02 liquidation price (PR)
New Liquidation 2: Fast [$FST], reported in its 10-Q that it will liquidate promptly following Aug 25th
Furthermore, FST will not be distributing the funds (up to $26M) received from the settlement agreement with its terminated merger partner, Fertitta Entertainment (SF)
GO Acq. Corp’s [$GOAC] warrants were delisted from NYSE in advance of its liquidation “promptly as practicable following Aug 7th”. The commons and units will continue to be listed on NYSE “through at least Aug 7th” (PR)
Deal Updates
Stuck in the Merger with You: Quantum Fintech [$QFTA] received a notice from TradeStation that stated they are terminating the merger as the outside date was Aug 1st. QFTA then sent a letter to TradeStation stating TradeStation is not permitted to terminate the merger, because “TradeStation’s breaches of, and failure to perform under, the Merger Agreement are the primary cause of the failure of the closing of the Business Combination to occur on or before the Termination Date” (SF)
Then there were two: As part of the merger with Tempo Automation, ACE Convergence [$ACEV], was to use the proceeds to acquire Compass AC Holdings (Advanced Circuits) and Whizz Systems. ACEV received a termination letter from the parent company of Compass. ACEV, Tempo Automation, and Whizz, however, are continuing to pursue the merger and expect to consummate the merger in Q3 (SEC)
Less ACEs up the sleeve: ACE Convergence [$ACEV] reported that Oaktree and Tor Asia terminated their agreement to purchase $175M and $25M respectively in convertible senior notes upon closing of the merger with Tempo Automation. The agreement stipulated that Oaktree and Tor could terminate if the merger was not consummated by July 18th (SEC)
Outside Date Extended: Venus [$VENA] & VIYI Algorithm amend the merger agreement to among other things, extend the outside date to Nov 11th (SF)
Backstop no more: Venus’ [$VENA] backstop agreement up to $15M with WiMi in connection with the merger with VIYI Algorithm was automatically terminated on June 30th (SF)
Founder SPAC [$FOUN] announced an up to $150M FPA with ACM ARRT in connection with its merger with Rubicon Technologies. The merger was approved last Tuesday, with no word on redemptions or completion date (PR)
Aries I’ [$RAM] merger partner, Infinite Assets (to be renamed InfiniteWorld upon closing), acquired Super Bit Machine, “an independent gaming studio and Armajet developer” (PR)
Breeze Holdings [$BREZ] and its merger partner, D-Orbit, reported that ATW Partners, which agreed to buy $30M of convertible debentures from D-Orbit upon closing of the merger, terminated the agreement (SEC)
Extensions
Kensington V [$KCGI] extended its deadline by 6 months to Feb 17th, 2023 (SF)
LMF Acquisition Opportunities [$LMAO] extended its deadline from 7/29 to 10/29 by depositing $0.10 per public share into trust (PR)
Sweetening the Pot: Chardan NexTech [$CNTQ] announced that it is increasing the amount it will add to the trust from $100,000 to $200,000 in order to extend its deadline from Aug 13th to 3 months following (one month at a time) (SF)
More
Departures: Anzu I [$ANZU] reported that its Chairman, CFO, General Counsel, and another member of its Board have resigned (SF)
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Key Filings
SPAC S-4 Filings
Americas Technology [$ATA] & Rally
Frazier Lifesciences [$FLAC] & NewAmsterdam Pharma
*Latest S-4 filings can be found by SPAC Track Pro subscribers in the “Deal Details” view under the column “S-4 Link”
De-SPAC/ Post-Merger S-1s
Effective:
Symbotic [$SYM]
MoonLake Immunotherapeutics [$MLTX]
*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)