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August 8, 2022

Crossing the Finish Line
We've seen recently that the number of SPAC deal closings each month has been roughly the same as the number of terminated teals. That trend continued in July, with nearly as many deals falling apart as those crossing the finish line.
This year has been incredibly challenging for SPAC deals, and we've spent plenty of time examining how tough it is to secure committed financing in connection with SPAC deals (and regular IPOs) right now.

We've visualized this phenomenon below with a chart of all currently active SPAC deals. They're presented chronologically, with the amount of committed equity financing on the y-axis.
You can clearly see that the amount of committed capital per deal has shrunk considerably over time.

We've previously covered the phenomenon of shrinking SPAC deal sizes. The broader capital markets are at a near-standstill. And so it's not surprising that minimum cash conditions for SPAC deals have been falling as well.
But we're focused this week on getting deals over the finish line. So we've taken the amount of capital committed to each live SPAC deal and compared it to the deal's minimum cash condition to calculate the deal's min cash coverage ratio.

This number has been falling as well, as you can see below.
Out of 117 live deals, only 31 already have their entire minimum cash condition fully covered with equity commitments. That means the remaining 86 will need to retain some (or most!) of their trust account in order to close their deal on current terms.

It's a high bar to clear in the elevated-redemption environment of 2022. Hopefully the current cohort of live deals can find ways to meet the market on current terms and ensure they close a deal rather than face liquidation.
News From the Past Week

Deal News

  • Energem Corp. (ENCP) announced a deal to acquire Graphjet Technology Sdn. Bhd., a Malaysian company that transforms palm kernel shells, a common waste product, into high-demand graphene materials. The deal reflects an enterprise value of $1.49bn and is expected to close in 2H 2022.

  • Social Leverage Acquisition Corp I (SLAC) announced a deal to acquire W3BCLOUD, a storage and compute infrastructure provider for Web3. The deal reflects an enterprise value of $1.25bn and includes a $50mm PIPE led by ConsenSys, SK, Inc. and AMD. The parties intend to raise additional capital of up to $100mm and the transaction is expected to close in Q4 2022.

  • Jack Creek Investment Corp I (JCIC) announced a deal to acquire Bridger Aerospace, an independent provider of aerial firefighting services. The deal reflects an enterprise value of $869mm and is expected to close in Q4 2022.

  • Galata Acquisition Corp. (GLTA) announced a deal to acquire Marti Technologies, a Turkish mobility app. The deal reflects an enterprise value of $532mm and includes a $57.5mm convertible note PIPE led by GLTA’s sponsor. The parties intend to raise additional capital of $92.5mm and the transaction is expected to close in Q4 2022.

  • Colonnade Acquisition Corp. II (CLAA) announced a deal to acquire Plastiq, a B2B payments company for SMBs. The deal reflects an enterprise value of $480mm and is expected to close in Q1 2023.

  • InFinT Acquisition Corporation (IFIN) announced a deal to acquire Seamless Group, a global fintech banking platform for e-wallets, financial institutions and merchants. The deal reflects an enterprise value of $400mm and is expected to close in Q1 2023.

  • Globalink Investment Inc. (GLLI) announced a deal to acquire Tomorrow Crypto Group, a Bitcoin/Ethereum mining company in the United States dedicated to becoming a vertically integrated provider of cryptocurrency mining infrastructure. The deal reflects an enterprise value of $310mm and includes a $15mm PIPE. The transaction is expected to close in Q4 2022.

  • L&F Acquisition Corp. (formerly LNFA) closed its acquisition of ZeroFox on Thursday 8/4/2022 with 6% of public shares remaining. Ordinary shares and warrants are now trading on the NASDAQ as “ZFOX” and “ZFOXW”.

  • Alpha Capital Acquisition Company (formerly ASPC) closed its acquisition of Semantix on Wednesday 8/3/2022 with 15% of public shares remaining. Ordinary shares and warrants are now trading on the NASDAQ as “STIX” and “STIXW.”

  • Founder SPAC (FOUN) shareholders approved the company’s acquisition of Rubicon Technologies at a meeting Tuesday 8/2/2022. Redemption statistics were not provided. The company also announced a $150mm backstop agreement with ACM ARRT.

  • DPCM Capital, Inc. (XPOA) shareholders approved the company’s acquisition of D-Wave at a meeting Tuesday 8/2/2022 with 3% of public shares remaining. No closing timeline was given.

  • Quantum FinTech Acquisition Corp (QFTA) received a notice of termination from TradeStation, saying the merger had not been consummated by the outside date of Monday, 8/1/2022. QFTA maintains that this was due to TradeStation breaches, that the letter is unenforceable, and that TradeStation remains bound to consummate the business combination.

  • Progress Acquisition Corp. (PGRW) announced that it had admitted Isos Sponsor III LLC as a member of its sponsor and added Isos Capital Management’s co-founders and managing director to PGRW’s management team.

  • Breeze Holdings Acquisition Corp. (BREZ), D-Orbit, and ATW Partners terminated their $30mm convertible debenture financing arrangement.

  • Ace Convergence Acquisition Corp. (ACEV) was notified by OCM Tempo Holdings and Tor Asia Credit Opportunity that they had terminated their $200mm subscription agreement, citing the passage of the specified 7/18/2022 date.

Liquidations

  • RedBall Acquisition Corp. (RBAC) announced it will liquidate its trust account on 8/17/2022. The per share redemption price will be approximately $10.02 with RBAC’s warrants expiring worthless.

  • Ribbit LEAP, Ltd. (LEAP) announced it will liquidate its trust account on 8/15/2022. The per share redemption price will be approximately $10.02 with LEAP’s warrants expiring worthless.

  • Gobi Acquisition Corp. (GOBI) was delisted from the NASDAQ after the end of trading on Friday 7/29/2022. Shareholders had recently approved a charter amendment advancing the SPAC’s deadline from 7/1/2023 to 7/22/2022.

  • GO Acquisition Corp. (GOAC) confirmed that it will liquidate its trust account on 8/16/2022. The per share redemption price will be $10.01 with GOAC’s warrants expiring worthless.

New S-1's
IPOs
Name Ticker Raised ($mm) Sector Cash in Trust Coverage
Pono Capital Two PTWO 100 Technology 102.5% W
Mobiv Acquisition MOBV 87 Automotive 102.5% W

Registrations Withdrawn
Name Ticker Size ($mm) Underwriter Trust Funding Coverage
Catcha Investment 2.0 CHAB 250 JPM 100.0% 1/3
Cerberus Telecom Acq II CTII 250 DB 102.0% 1/3
Cedarlake Acquisition Corp. CEDA 200 BofA 100.0% 1/2
RMG Acquisition Corp. IV RMGD 200 BofA 102.0% 1/2
Blue Water Acq II BWTR 75 Maxim 100.0% 1/2

Charter Extensions

  • KCGI extended its charter through 2/17/2023 with a single $0.10 sponsor contribution to trust in the form of warrants purchased by the sponsor.

  • CNTQ extended its charter through 11/13/2022 with a $0.022 per share monthly contribution and 24% of public shares remaining.


Upcoming Meetings and Deadlines

  • 8/10/2022 NOVV Liquidation deadline (pending optional $0.10 deposit extension)
  • 8/11/2022 VCKA Liquidation deadline
  • 8/11/2022 DKDC Liquidation deadline (pending optional $0.10 deposit extension)
  • 8/12/2022 RAM Charter extension meeting (liquidation deadline 8/21/2022)
  • 8/12/2022 ASPA Liquidation deadline (pending optional $0.10 deposit extension)
  • 8/12/2022 ADOC Charter extension meeting (liquidation deadline 8/12/2022)
  • 8/13/2022 PONO Liquidation deadline (pending optional $0.10 deposit extension)
  • 8/13/2022 CNTQ Liquidation deadline (pending optional $0.10 deposit extension)
  • 8/15/2022 BWAC Charter extension meeting (liquidation deadline 8/17/2022)
  • 8/16/2022 PPHP Liquidation deadline (pending optional $0.10 deposit extension)
  • 8/17/2022 CENQ Liquidation deadline (pending optional $0.10 deposit extension)
  • 8/17/2022 RBAC Liquidation deadline
  • 8/18/2022 DNAA Akili Interactive approval meeting
  • 8/18/2022 SLCR Tim Hortons China approval meeting (merger outside date 8/30/2022)
  • 8/19/2022 GIW Charter extension meeting (liquidation deadline 8/21/2022)
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