Late Friday evening, Boxwood Merger Corp., filed for $250 million SPAC IPO. Boxwood, which will be led by Stephen Kadenacy, as CEO and Director, intends to focus on companies “that provide technical and industrial services in the United States”. Mr. Kadenacy was most recently the President of AECOM (NYSE: ACM), a $4.8 billion company providing planning, consulting, architectural and engineering design services to commercial and government clients.
Notably, Macquarie Capital, whom we haven’t seen on any SPAC covers since 2017 with Modern Media, is serving as a sponsor of Boxwood. Specifically, the “Boxwood Sponsor” will be comprised of MIHI, which is a subsidiary of Macquarie, and Boxwood Management Company, an entity controlled by Stephen Kadenacy. Additionally, Macquarie will have a role as one of the lead underwriters of this SPAC, so they’re really jumping back in with both feet.
However, what is most noteworthy about the Boxwood group of underwriters is BofA Merrill Lynch. This is BofA’s first deal in 2018 (and 2017 as well) where they have had the left-lead position. BofA has been on many of the more notable deals this year (Collier Creek $440M, Churchill Capital $690M, Far Point $632.5M), but this is their first deal leading the underwriting group.
Furthermore, Morgan Stanley is ALSO on the cover as underwriter. And it’s a good thing the Hunter Maritime deal was rectified ahead of Boxwood or that could have made for some “challenging” conversations with investors.
Looking at this SPAC, it’s a fairly cut and dry structure with 100% in trust, one share + 1/2 warrant, and 24 months to complete. However, the sponsor private placement purchase is a mix of both units and warrants for a total purchase of $7.0 million. Is that mix significant? Not particularly. It’s still a $7.0 million purchase no matter how you get there.
Boxwood Merger Corp. is the third SPAC to file in just this past week and that means (if all three IPO) there will be at a minimum 43 SPACs priced in 2018. Plus, this also means we will break last year’s record of total gross proceeds raised with $10.170 billion ($10.049 billion in 2017).
There are still two months left in 2018 so it will be interesting to see where the final count winds up, but so far it’s been a banner year for SPACs. Let’s keep that momentum moving.
Boxwood Merger Corp. Summary of Terms:
- Focus: technical and industrial services in the United States
- Size: $250 million
- 100.0% held in trust ($10.00 per share)
- Life: 24 months
- $10.00 unit comprised of one Share Class A Common Stock + 1/2 Warrant
- Warrant call for redemption trigger: > $18.00 (cash or cashless exercise)
- At-risk Capital: $7.0 million
- 275,000 units at $10.00
- 4,250,000 warrants at $1.00
- Limitation on Redemption Rights: 15%
- Underwriter fees: 2.0% + 3.5% deferred
- Boxwood Sponsor: MIHI (subsidiary of Macquarie) and Boxwood Management Company LLC (an entity controlled by Stephen Kadency (CEO)
BofA Merrill Lynch, Morgan Stanley and Macquarie Capital are lead underwriters.
Greenberg Traurig, LLP and Skadden, Arps, Slate, Meagher & Flom LLP are issuer’s counsel and underwriter’s counsel, respectively.