Haymaker Amends Business Combination Agreement
by Kristi Marvin on 2019-01-08 at 12:44pm

Haymaker Acquisition Corp. (HYAC), announced this morning that they have amended their business combination agreement with Steiner Leisure regarding the proposed acquisition of OneWorldSpa, a global provider of health and wellness products and services onboard cruise ships and in destination resorts.

Once again, we are seeing a SPAC revise its transaction in order to better reflect where the current market is in order to get their deal done.  The previous implied enterprise value was $948 million and is now $851 million.

A summary of the changes included in this morning’s 8-K have been provided below:

  • Decreases the aggregate purchase price from $892,500,000 to $835,315,000
  • Decreases the number of common shares of OSW Holdings (Founders Shares) from 2,000,000 to 1,600,000,
  • Decreases the number of OSW Holdings warrants  (the Private Placement Warrants) issuable to Steiner Leisure (subject to certain adjustments) from 1,901,287 to 1,602,440
    • As a result, the number of OSW Holdings warrants that Haymaker Sponsor will be required to forfeit decreases from 5,006,581 to 4,707,734.
  • Decreases the implied value of the OSW Holdings Shares retained by Steiner Leisure (subject to certain adjustments) from $165,403,630 to $148,218,630
  • Increases the number of deferred OSW Holdings Shares issuable upon the occurrence of certain events (earnout) to Steiner Leisure from 1 million to 5 million
  • Provides for the transferability of the rights to receive deferred OSW Holdings Shares after the six-month lock-up period following the closing of the business combination (or such earlier date based upon the occurrence of certain events).

 

Below is the new transaction overview included in the new investor presentation filed this morning:

haymaker transaction overview 1-8-19

 

Recent Posts
by Nicholas Alan Clayton on 2024-03-29 at 7:38am

At the SPAC of Dawn On a day when the US markets are closed, there’s always a chance of SPAC actions sliding by as the SEC has left its EDGAR filing system open. Right on cue, Welsbach Technology (NASDAQ:WTMA) filed that it had come to a definitive agreement with battery production technology firm Evolution Metals....

by Nicholas Alan Clayton on 2024-03-28 at 1:35pm

News and Rumors PR: Bannix (NASDAQ:BNIX) has provided more information on the combination with VisionWave that it announced yesterday, specifying that the imaging technology that VisionWave will acquire from GBT Technologies will primarily seek out applications in military combat scenarios and geological surveys. PR: Grove Collaborative (NYSE:GROV), which combined with Virgin Group II in June...

by Nicholas Alan Clayton on 2024-03-28 at 7:47am

At the SPAC of Dawn Fed Chair Jerome Powell has given new hints that the administration would be showing greater levels of comfort with inflation if a cut could help improve unemployment numbers. Those numbers could get an update today at 8:30 am ET to bring new jobless claims as well as final prices for...

by Nicholas Alan Clayton on 2024-03-27 at 1:31pm

News and Rumors CNBC: Former WeWork (OTC Pink:WEWKQ) founder Adam Neumann has offered to buy back control of the company for $500 million but has yet to secure the necessary financing. WeWork went public with BowX in October 2021. PR: Satellite telecom firm Spire Global (NYSE:SPIR) has signed an agreement to build and launch two...

by Nicholas Alan Clayton on 2024-03-27 at 11:38am

Bannix (NASDAQ:BNIX) has entered into a definitive agreement to combine with VisionWave Technologies for $30 million. The combined company is expected to trade on the Nasdaq once the deal is completed with an initial outside date of September 14. Transaction Overview Bannix has about $17 million in its trust after seeing 77.4% of its shares...

logo

Copyright © 2023 SPACInsider, Inc. All Rights Reserved