(Makor - Oscar Gruss) SPACs 11/20/20


Today:

 

CLII/U First Day for Separate Trading of Class A Common Stock and Warrants (under CLII and CLII WS symbols on the NYSE)

FGNA/U First Day for Separate Trading of Class A Common Stock and Warrants (under FGNA and FGNA WS symbols on the NYSE)

LACQ Shareholder Redemption Deadline 5:00pm ET

LGC/Onyx Enterprises Expected Closing Date (after close, per NYSE)

LOAC/DDDD LN LOAC S/H Vote Date (to vote on an extension of the deadline to consummate an initial business combination from 11/30/20 to 5/29/21) 11:00am ET

MFAC/BankMobile MFAC Shareholder Redemption Deadline (in connection with special meeting to vote on an extension of the deadline to consummate an in initial business combination from 11/30/20 to 3/1/21) 5:00pm ET

VSPRU First Day for Separate Trading of Class A Common Stock and Warrants (under the VSPR and VSPRW symbols on Nasdaq)

VYGG/U VYGG/U: First Day of Separate Trading for Ordinary Shares and Warrants (under the VYGG and VYGG WS symbols on the NYSE)

 

LGVW/Butterfly Network to merge

Management Presentation

A presentation made by the management teams of both Butterfly and Longview regarding the transaction will be available on the websites of Butterfly at  www.butterflynetwork.com and Longview at   www.longviewacquisition.com .  Longview will also file the presentation with the SEC in a Current Report on Form 8-K, which will be accessible at   www.sec.gov .

Merger Agreement Filed

 

LGC/Onyx Enterprises

Announce Final Results of tender offer

Warrants amendment

 

TINVU

S-1/A#1 filed, exhibits only

 

Spartan Acquisition II

S-1/A#2 filed, no symbol (redline attached)

Downsize IPO to $250M from $400M, amend units structure from 1 share and 1/3rd of a warrant to ½ of a warrant, update financial numbers for 9/30/20, update risk factors (p.36-50)

 

BREZU

S-1/A#2 Filed, minor changes

 

TDAC

DEF14A 11/6 record, 11/30 meeting to extend business combination deadline (12/1/20) an additional 3 months with ability for further extend subject to board approval

11/25/20 Redemption deadline.

For illustrative purposes, based on funds in the trust account of approximately $63,155,868 on November 17, 2020, the estimated per share conversion price would have been approximately $10.91.

(note 11/19/20 LOI)

Since the completion of our IPO in June 2018, our representatives have engaged in extensive discussions with investment bankers and business owners with respect to potential business combination opportunities, and continue to do so. However, as a result of ongoing discussions regarding such opportunities, as well as delays resulting from the COVID-19 pandemic, our board of directors has determined that it is in the best interests of our stockholders to extend the Current Termination Date to the Extended Termination Date and provide that the date for cessation of operations of the Company if the Company has not completed a business combination would similarly be extended to the Extended Termination Date (the “Extension”).

 

IPOC/Clover Health

S-4/A#1 filed, still no meeting date or redemption deadline, edit cash consideration definition, update numbers for 9/30/20

 

KWAC/U

$100M IPO Priced.

The units will trade on the New York Stock Exchange under the ticker symbol “KWAC.U” beginning November 20, 2020. Kingswood Acquisition Corp. expects the initial public offering to close on November 24, 2020, subject to customary closing conditions. Once the securities comprising the units begin separate trading, the Class A common stock and the warrants are expected to be traded on the NYSE under the symbols “KWAC” and “KWAC WS,” respectively.

 

ARBGU

$200M IPO Priced

The units will be listed on the Nasdaq Stock Market and trade under the ticker symbol “ARBGU” beginning Friday, November 20, 2020.

Each unit consists of one share of the Company’s Class A common stock and one-third of one redeemable warrant. Each whole warrant entitles the holder thereof to purchase one share of the Company’s Class A common stock at a price of $11.50 per share. Once the securities comprising the units begin separate trading, the Class A common stock and warrants are expected to be listed on the Nasdaq Stock Market under the symbols “ARBG” and “ARBGW,” respectively. The initial public offering is expected to close on Tuesday, November 24, 2020, subject to customary closing conditions.

 

CAS/U

$200M IPO Priced

The units will be listed on the New York Stock Exchange (“NYSE”) and will begin trading on Friday, November 20, 2020, under the ticker symbol “CAS.U.” Each unit consists of one share of the Company’s Class A common stock and one-half of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one share of Class A common stock at a price of $11.50 per share. Only whole warrants are exercisable. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Once the securities comprising the units begin separate trading, shares of the Class A common stock and warrants are expected to be listed on NYSE under the symbols “CAS” and “CAS.WS,” respectively.

 

OCA/U

$200M IPO Priced

The units will be listed on the New York Stock Exchange (the "NYSE") and trade under the ticker symbol "OCA.U" beginning on November 20, 2020. Each unit consists of one share of Class A common stock and one-half of one redeemable warrant, with each whole warrant exercisable to purchase one share of Class A common stock at a price of $11.50 per share. After the securities comprising the units begin separate trading, the shares of Class A common stock and warrants are expected to be listed on the NYSE under the symbols "OCA" and "OCA WS," respectively.

 

RTPZ/U

424B4 Filed

 

AGCUU

Altimeter Growth Corp. (the "Company") announced today that commencing November 23, 2020, holders of the units sold in the Company's initial public offering of 45,000,000 units may elect to separately trade the shares of Class A ordinary shares and redeemable warrants included in the units. Those units not separated will continue to trade on the Nasdaq Capital Market (the "Nasdaq") under the symbol "AGCUU." Class A ordinary shares and warrants that are separated will trade on the Nasdaq under the symbols "AGC" and "AGCWW," respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. 

 

NBAC/Nuuve

Nuvve Corporation and Lion Electric Announce Vehicle-to-Grid (V2G) collaboration

 

 

From Yesterday:

 

Perella Weinberg

Perella Weinberg Partners Said to Seek Listing Via Blank-Check Firm (Bloomberg)

 

ZNTEU

Reports Closing of IPO, Sale of Private Placement Warrants

On November 19, 2020, Zanite Acquisition Corp. (the “Company”) consummated its initial public offering (“IPO”) of 23,000,000 units (the “Units”), including the issuance of 3,000,000 Units as a result of the underwriters’ exercise of their over-allotment option in full.

Simultaneously with the closing of the IPO, pursuant to the Private Placement Warrants Purchase Agreement, the Company completed the private sale of an aggregate of 9,650,000 warrants (the “Private Placement Warrants”) to the Sponsor at a purchase price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $9,650,000.

 

CHFW/U

424B4 Filed

 

CAP/U

S-1/A#1 Filed

No material changes (updates numbers to 9/30 and other minor changes)

 

PHICU

424B4 Filed

 

FMAC

Form 10-Q Filed

 

MAACU

Form 10-Q Filed

 

DDMXU

S-1 Filed

For IPO of 10.0M units; each unit will consist of one share of Class A common stock and one-half of one warrant; to be listed under DDMXU, DDMX and DDMXW symbols on Nasdaq (no dates)

We may pursue a business combination opportunity in any business or industry we choose. To date, our efforts have been limited to organizational activities as well as activities related to this offering. None of our officers, directors, promoters and other affiliates has engaged in any substantive discussions on our behalf with representatives of other companies regarding the possibility of a potential business combination with us.

The members of our management team have extensive experience with cross-border transactions and consummating business combinations, including one with a special purpose acquisition company like our company. We will seek to capitalize on the operating and investing experience and network of relationships of Dr. Martin M. Werner, our Chairman and Chief Executive Officer, Jorge Combe, our Chief Operating Officer and one of our directors, and our other officers and directors in consummating an initial business combination. During their careers, Dr. Werner and Mr. Combe have been involved in merger and acquisition transactions and bond offerings valued, in the aggregate, at more than $90 billion in the retail and consumer, financial services, infrastructure, energy, leisure and real estate industries. Dr. Werner and Mr. Combe have over 50 years of combined experience in the financial services industry, most notably as a Partner and Managing Director, respectively, of Goldman Sachs.

In June 2018, Dr. Werner and Mr. Combe founded DD3 Acquisition Corp., or DD3 Acquisition I, a blank check company formed for substantially similar purposes as our company. DD3 Acquisition I completed its initial public offering in October 2018. In March 2020, DD3 Acquisition I completed its initial business combination with Betterware de México, S.A.B de C.V. (NASDAQ: BWMX), or Betterware, a consumer direct selling company focused on the home organization segment. Betterware is an asset light, high growth business that sells its branded product through a distribution network of more than 1,200,000 sales persons. Over the last five years, Betterware has averaged an annual revenue and EBITDA growth of more than 40% and 50%, respectively.

We believe that the transaction with Betterware is an example of our management team’s expertise in identifying and consummating attractive business combinations and ability to generate favorable results for our investors. Since the closing of the initial business combination, Betterware’s price per share has increased more than 200%, and investors in DD3 Acquisition I’s initial public offering who continued to hold ordinary shares and warrants through November 18, 2020, achieved a total return in excess of 300%.

Following the merger of DD3 Acquisition I with Betterware, Dr. Werner joined the board of the combined company and has been advising Betterware on corporate strategy and governance, capital markets and business development opportunities, and also assisting with investor relations efforts.

During their time at Goldman Sachs, Dr. Werner and Mr. Combe led the Mexico and Latin-American Investment Banking Division in expanding its client network in various industries and embracing a leadership position in the region by executing mergers and acquisitions transactions, initial public offerings, capital raising, debt raising, leveraged buyouts and private equity transactions.

 

TACA/U

S-1/A#1 Filed

Changes titles of co-founders (Arun Sarin was CEO, now is Chairman, with Ori Sasson, who was President, now CEO and CFO)

 

FRX/U

S-1/A#1 Filed

Updates risk factors

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