(OscarGruss - Makor) SPACs 11/6/20


Today:

 

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

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

FEAC/Skillz FEAC S/H Record Date (expected, per NYSE)

MNCL/AerSale MNCL S/H Vote Date (special meeting to vote on an extension of the deadline to consummate a business combination from 11/11/20 to 2/11/21)

NFIN/Triterras NFIN Shareholder Redemption Deadline

TDAC S/H Record Date (for annual meeting, which will include a vote on an extension of the deadline to consummate an initial business combination from 12/1/20 to 3/1/21)

TOTA/Clene TOTA Deadline to Complete Business Combinationhttps://www.businesswire.com/news/home/20201106005240/en/

Merger Agreement "Out" Date (extended if the deadline to complete a business combination is extended)

 

GHIV/United Wholesale Mortgage

United Wholesale Mortgage Announces Closing of $800 Million of Senior Notes and Intention to Issue a Regular Annual Dividend Upon Closing of Business Combination

 

TZAC/Reviva

Investor Presentation

 

HYAC/ARKO

S-4/A#3 Filed, no material change

 

OPES/BurgerFi

PRER14A Filed for business combination – no dates, minor changes

 

ADOCU

S-1/A#4 Filed

Add “At the time that the Class A ordinary shares, warrants and rights comprising the units begin separate trading, holders will hold the separate securities and no longer hold units (without any action needing to be taken by the holders), and the units will no longer trade.”

 

TTCF

S-1 Filed for selling holders common and warrants  (private placement and other selling shareholders)

 

RPLA/Finance of America

S-4 Filed.  No dates. expected completion 1st half 2021

From background:

From the date of Replay’s IPO through the signing of the Transaction Agreement with FoA on October 12, 2020, members of Replay’s management reviewed self-generated ideas and contacted, and were contacted by, a number of individuals and entities with respect to hundreds of business combination opportunities. As part of this process, representatives of Replay considered and evaluated over 150 potential acquisition targets in a wide variety of industry sectors, and engaged in discussions with senior executives and/or major shareholders of over 30 such potential targets. From the date of Replay’s IPO through August 29, 2020, representatives of Replay submitted non-binding letters of intent to four potential acquisition targets (including FoA) following evaluation of, and discussions with, each such potential acquisition target.

Representatives of Replay engaged in preliminary due diligence and detailed discussions directly with the senior executives and/or major shareholders of each of the four potential business combination targets that received non-binding letters of intent from Replay. Replay did not pursue a potential transaction with potential acquisition targets other than FoA for a variety of factors, including Replay’s views of the target companies’ respective industry, sector and/or business prospects, the target companies’ respective preparedness to become publicly listed, and divergent expectations on timing and/or valuation.

Replay decided to pursue a combination with FoA because it determined that FoA represented a compelling opportunity based upon FoA’s differentiated vertically-integrated structure, product diversity, strong and experienced management team, large addressable markets and significant growth opportunities.

Compared to FoA, Replay and its advisors did not consider the other alternative combination targets to be as compelling when taking into consideration their business prospects, strategy, management teams, structure, likelihood of execution and valuation considerations.

 

 

From Yesterday:

 

HCCH/Fusion Fuel

F-4/A#4 Filed (redline attached)

11/4 record date, 12/4 meeting date, 12/2 redemption deadline; merger expected to be completed promptly following shareholder meeting

Updates that tax consequences of merger are subject to some uncertainty (pg. 54, 171 of redline)

 

LOAK/Danimer

LOAK Files From 10-Q

No update provided on merger

 

BMRG/Eos Energy

BMRG Announces Transfer of Listing to Nasdaq In Connection with Its Proposed Business Combination with Eos

BMRG intends to voluntarily transfer the listing of its shares of common stock and warrants to The Nasdaq Capital Market ("Nasdaq") from the New York Stock Exchange (the "NYSE") following the completion of its previously announced business combination (the "Business Combination") with Eos Energy Storage LLC ("Eos"), which is expected to close on or around November 16, 2020.

 

ORSN/Ucommune

424B3 Filed

Changed ticker for combined company from UCOMW to UKOMW, and mentions deadline extension (already disclosed)

 

NOACU

S-1/A#2 Filed

Reduces size of IPO from $250M to $200M

 

PCPC/U

S-1/A#1 Filed

No material changes

 

GHIV/United Wholesale Mortgage

From 10-Q Filed

No update provided on merger

 

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