Happy Sunday, Friends!
This last week in SPACs was packed with activity, including IPOs, Deal Terminations, and Liquidations. A digital trading platform considers a sale after it terminates a merger with a SPAC, and a SPAC terminates a deal with a drug delivery systems developer. Also, a SPAC focused on consumer businesses re-files for an IPO a few years after withdrawing plans and a SPAC reverses course on its liquidation. Read on to find out the latest about all things SPACs.
De-SPAC News
$ME CEO Looking to Take Company Private As Stock Sinks 95%
Anne Wojcicki, the CEO of 23andMe, is contemplating a plan to privatize the genetic testing company due to its stock price plummeting over 95% from its 2021 peak.
A filing with the Securities and Exchange Commission revealed that Wojcicki, CEO of 23andMe, is consulting with advisors and exploring discussions with potential financing sources and partners.
The filing stated her intention to retain control of the company and her unwillingness to support any alternative transaction. Founded in 2006 by the former billionaire, 23andMe gained popularity for its at-home DNA testing kits, leading to its 2021 public listing through a SPAC merger valued at approximately $3.5 billion.
However, the company has faced challenges in generating consistent revenue as customers typically only require one DNA test, resulting in its stock closing at around $0.51/per share. Wojcicki's shares represent over 20% of those outstanding and grant her approximately 49% of voting power.
A special committee, which has been formed to increase the company's stock price following a Nasdaq delisting warning, has enlisted Wells Fargo as its financial advisor, although the company has said that there can be no assurance that Wojcicki's offer would result in a proposed outcome.
SPAC Deal Updates
Saxo Bank Weighing Possible Sale After SPAC Deal Collapse
Denmark’s Saxo Bank is considering a sale, following the collapse of merger discussions with a blank-check company 18 months ago.
Saxo Bank, which is known for its digital trading and investment services, sought investment bankers to propose advisory services for exploring its options. Potential deals might value the privately held bank between $1.6 billion to $2.1 billion.
Chinese carmaker Geely owns nearly 50% of the group, while the bank's CEO Kim Fournais holds 28%, and Finnish insurer Sampo owns close to 20%.
Negotiations ended in December 2022 primarily due to challenging market conditions. The proposed merger with Truell's SPAC would have resulted in Geely and Sampo reducing their stakes in Saxo Bank, while Fournais, a co-founder since the early 1990s, would have acquired more shares.
Despite Saxo Bank's client base reaching a record high of over 1.1 million last year, the group's net profit declined to $93.01 million when adjusted for software writedowns linked to its BinckBank acquisition migration and the Saxo Fintech joint venture disposal.
$MBTC Terminates Cognos Therapeutics Deal, Will Liquidate
SPAC Nocturne Acquisition stated it had terminated a deal with Cognos Therapeutics and plans to liquidate the trust account.
The SPAC announced its decision to redeem all public shares at about $11.79 per share. Since January, the SPAC has delayed a shareholder vote on the Cognos Therapeutics deal four times to gather proxies.
Cognos specializes in developing drug-delivery devices for various conditions, including brain and spinal cancers, neurodegenerative disorders like Alzheimer’s and Parkinson’s disease, epilepsy, and stroke.
Nocturne collected $100 million from its IPO in March 2021, intending to merge with companies introducing groundbreaking technologies in blockchain/crypto and artificial intelligence.
By December, redemptions over the nearly three years had diminished the trust to approximately $20 million.
SPAC News
$RMGC Reverses Course on Liquidation After H2B2 Electrolysis Termination
SPAC RMG Acquisition III announced today that its board has changed direction and will resume efforts to pursue a business combination, reversing its previous decision to dissolve on April 22nd.
The SPAC plans to file a proxy seeking an extension date and is appealing Nasdaq's delisting determination, expecting its securities to stay listed during the appeal.
RMG III had previously signed a deal with H2B2 Electrolysis Technologies, a company specializing in hydrogen energy systems and services, but terminated the deal last month.
The merger valued the combined company at $750 million, but both parties decided to reduce the minimum investment amount from $40 million to $30 million.
RMG III raised $420 million from its Initial Public Offering in February 2021, but by January 30th, the trust had dwindled to just under $6.4 million.
$GPAT Files for $250 Million Initial Public Offering
GP-Act III Acquisition, a blank-cheque firm that is backed by the likes of GP Investments, Boxcar Partners, and a former Hain Celestial executive, has filed with the SEC to raise $250 million in an IPO.
The SPAC, based in New York, NY, aims to raise $250 million by offering 25 million units at $10 each, with each unit including one share of common stock and half of a warrant exercisable at $11.50. GP Investments is a Private Equity and Alternate Investments firm that's based out of Brazil.
Antonio Bonchristiano, CEO of GP Investments, leads the SPAC alongside Co-Chairmen Fersen Lamas Lambranho, Chairman of GP Investments, and Steven Spinner, a Partner at Boxcar Partners.
Previously, GP-Act III aimed to go public in March 2021, initially seeking $250 million but withdrew its IPO plans in November 2022 after updating its prospectus several times.
At that time, the SPAC stated its belief that US-based consumer-facing businesses with high potential are attractive targets for a merger, offering ample growth opportunities and long-term shareholder value potential.