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Special Purpose Acquisition Companies

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US SPAC IPO Issuance

Year Amount Raised ($bn) # IPOs Average Size ($mm)
2020 3.9 13 301.9
2019 13.6 59 230.5
2018 10.8 46 233.7
2017 10.0 34 295.5
2016 3.5 13 269.2
2015 3.9 20 195.1
2014 1.8 12 145.8
2013 1.4 10 144.7

Active SPAC Summary

Group # of SPACs Amount in Trust
Total Active 99 $22,797,741,872
Announced business combinations 17 $3,273,809,221
Seeking target 82 $19,523,932,651
Pre-IPO 12 $2,600,000,000*

Latest SPAC News


Apr 7 2020

On April 7, 2020, American Virtual Cloud Technologies, Inc. (f/k/a/ Pensare Acquisition Corp.) consummated the previously announced business combination

Amendment No. 2 to the Business Combination Agreement

  • On April 3, 2020, Pensare, Merger Sub, Holdings, and Computex entered into Amendment No. 2, which provided for, among other things:
    • (i) changing the aggregate merger consideration payable to $65 million (subject to adjustment based on Computex’s working capital and net debt at closing), consisting of $20 million of Units, shares of Pensare’s common stock, and the assumption of Computex’s indebtedness
    • (ii) extending the date by which the Company must file a resale registration statement from five days to fifteen business days following the Closing
    • (iii) the right of Holdings to nominate one, two or three members of the board of directors of the Company, provided that Holdings owns at least 10%, 30% or 50%, respectively, of the Stock Consideration and Converted Shares, collectively, issuable to Holdings in connection with the Closing
    • (iv) adjusting certain terms and definitions relating to the consideration issued in the Business Combination to, among other things, provide for the Units to be issued by Pensare in the Private Placement
    • (v) the removal of the previously contemplated Lock-Up Agreement by and among Pensare, Holdings and Navigation Capital Partners II, L.P.
    • (vi) the acknowledgement by Pensare and Merger Sub that certain actions taken by Computex prior to the Effective Time related to the Coronavirus Disease 2019 shall not constitute a Company Material Adverse Effect

Securities Purchase Agreement

  • On April 3, 2020, Pensare entered into a Securities Purchase Agreement pursuant to which certain investors agreed to purchase in a private placement units of securities of Pensare, each Unit consisting of
    • (i) $1,000 in principal amount of Pensare’s Series A convertible debentures and
    • (ii) a warrant to purchase 100 shares of Pensare Common Stock at an exercise price of $0.01 per whole share

Ownership assuming no redemptions

  • MUDS' existing public stockholders: 13.8%
  • Sponsor: 12.8%
  • Mudrick Capital Management L.P.: 27.3%
  • Whitebox Advisors: 19.2%
  • Highbridge Capital Management LLC: 11.0%
  • Aristeia Capital, LLC: 7.4%
  • Wolverine Asset Management, LLC: 3.6%
  • Seller stockholders (collectively, but excluding the Initial Subscribers): 1.1%
  • Cantor: 0.9%
  • Lender: 1.0%
  • Investors in incremental private placement equity investment: 2.0%

Ownership assuming 100% redemptions

  • MUDS' existing public stockholders: 0.0%
  • Sponsor: 9.5%%
  • Mudrick Capital Management L.P.: 33.4%
  • Whitebox Advisors: 23.6%
  • Highbridge Capital Management LLC: 13.5%
  • Aristeia Capital, LLC: 9.0%
  • Wolverine Asset Management, LLC: 4.4%
  • Seller stockholders (collectively, but excluding the Initial Subscribers): 1.2%
  • Cantor: 0.5%
  • Lender: 1.0%
  • Investors in incremental private placement equity investment: 4.0%

Sources and Uses

  • Max Redemptions (100% of public shares redeemed)
    • Sources ($mm)
      • Cash in MUDS Trust Account (including forward purchase): 25.0
      • Opening Cash: 5.0
      • Private Investment: 65.0
      • Sprott Credit Agreement: 70.0
      • Sprott Royalty Agreement: 30.0
      • Incremental Equity Investment: 20.0
        • Total: 215.0
    • Uses ($mm)
      • Remaining Cash: 65.6
      • Opening Cash: 5.0
      • First Lien Notes: 125.5
      • Jacobs Notes: 6.9
      • Transaction Fees: 12.0
        • Total: 215.0

Notes

  • See page 17 for assumptions underlying ownership percentages
  • Maximum redemption scenario: 100% of public shares
  • Registration statement amended to include the financial statements of Seller and its consolidated subsidiaries as the financial statements of the acquired business
  • Certain financial statements updated through 12/31/2019
  • Information about Seller and the Hycroft Business updated
  • Updated to include MUDS assumption of Seller’s liabilities and obligations under warrant agreement
    • See page 283 for description of assumed Seller Warrants
  • Shares available for issuance in incremental equity financing increased from 1mm to 2mm ($20mm in aggregate)
  • Assuming consummation of the business combination on April 30, 2020, the value of the aggregate consideration in the business combination is expected to be approximately $613,600,000
  • Risk factors updated to include reference to COVID-19
  • Trust account balance as of 4/3/2020: $71,842,116 ($10.40 per share)

The business combination of Pensare Acquisition Corp. and Stratos Management Systems, Inc. has been completed

  • The combined company will be named American Virtual Cloud Technologies, Inc. (NASDAQ: AVCT)

Pensare Acquisition Corp. is pleased to announce that it has completed its previously announced business combination with Stratos Management Systems, Inc. and its operating companies, which do business as Computex Technology Solutions (“Computex”), a leading IT Solutions and Managed Services Provider (MSP) with a 30-year legacy of success

  • The business combination was approved at a special meeting of stockholders of Pensare on February 27, 2020, and closed on April 7, 2020
  • In connection with the transaction, Pensare has changed its name to American Virtual Cloud Technologies
  • The shares of common stock of AVCT are expected to begin trading on the Nasdaq tomorrow, April 8, 2020, under the symbol “AVCT” and the warrants of AVCT are expected to trade on the Nasdaq under the symbol “AVCTW”
  • Share redemption statistics not provided

Apr 3 2020

Pensare Acquisition Corp. today announced that it intends to close the previously announced business combination with Stratos Management Systems, Inc. (“Computex”) on or about Monday, April 6, 2020

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