Allegro Merger Corp. Filed an Amended S-1 this Afternoon with Some Notable Changes.
In addition to bringing on Chardan Capital Markets as a co-manager, Allegro Merger Corp. changed its Rights Terms to reflect holders receiving one-tenth (1/10) of a share versus the originally stated one-twentieth (1/20). Allegro had been the first SPAC to deviate from the standard 1/10th, but it appears 1/20th was not well received. Hence, the change. Additionally, the time to completion deadline has been shortened from 21 months to 18 months.
The filing also shows Chardan will now be participating in the purchase of Private Placement Units. Previously, Cantor had committed to purchasing 50,000 units of the total 372,500 units, at a purchase price of $10.00. The 50,000 units will now be split between Cantor and Chardan, except there appears to be a mistake in the prospectus. The Underwriting section lists Cantor as purchasing 38,250 units and Chardan 11,250. However, that only adds up to 49,500 units. I’m sure this will be corrected in future filings, but for now we have it listed, as is, below until we get confirmation on the numbers.
New Summary Terms:
- Sector Focus: General / Broad
- $10.00 unit comprised of one share of common stock, one right and one full warrant
- Each right entitles the holder to receive one-tenth (1/10) of one share
- 100% held in trust ($10.00 per share)
- 18 months to complete an acquisition
- Warrant redemption price: $18.00
- Redemption rights: limitation of 20% of the shares sold in the IPO
- Founders, Cantor Fitzgerald and Chardan (the Underwriters) to purchase 372,500 Private Placement units at $10.00 to bring the trust to 100% (Founders – 322,500 units / Cantor – 38,250 units / Chardan – 11,250)
- Underwriter fees: 2.0% + 3.5% deferred fee. Cantor Fitzgerald is sole book-runner.
Israeli tech firms have made up an outsized proportion of SPAC activity and despite the ongoing tensions in its region, that dealmaking is continuing unabated. In fact, the SPAC named for the particular mission of taking Israeli firms public through SPACs, Israel Acquisition Corp. (NASDAQ:ISRL) in fact just took one step closer in completing that...
At the SPAC of Dawn Although the market has largely recovered from a negative stretch last week, the roller coaster is tilted back downward for Trump Media (NASDAQ:DJT), which slid -8% yesterday to $32.57 – one of its lowest points since closing with Digital World last month. Other SPACs and de-SPACs are having a more...
Remember the metaverse? Many do not. Meta’s (NASDAQ:META) attempted transition to virtually living and working seemed to mark a trend that went up and down quickly, but one SPAC deal has both survived that roller coaster and may rise with a second. Back in December 2022, Newbury Street (NASDAQ:NBST) announced a $1.85 billion combination with...
At the SPAC of Dawn Tucked into the bill that provides $95 billion in funding to American allies passed by the House this weekend is another measure that is likely to have far more impact on at least one pending deal in SPAC world. It would appear that the timing was fortuitous for TikTok rival...
With the passage this weekend of $95 billion in funding for Ukraine, Israel and Taiwan by the House of Representatives, some focus has gone back towards the defense sector, which has generally had a good year as a whole. But, SPACs have not been as active in defense, despite the fact that companies in the...