This afternoon, RMG Acquisition Corp. (RMG.U), filed a new registration statement with both the removal of the delaying amendment and two Anchor Investors in the form of BlackRock, Inc. and Alta Investment Advisers LLC.
The Anchor investors have expressed interest in purchasing 2,530,000 units in the offering ($25.3 million) and will also be participating as part of the Sponsor group purchasing private placement warrants. Of the 4 million private placement warrants the Sponsor Group is purchasing at $1.50 ($6 million in total), the Anchor Investors will be purchasing 666,667 warrants ($1 million). Additionally, the Anchors will now be receiving 500,000 (before over-allotment) Founder Shares, which is 10% of the total amount.
BlackRock has become something of a Anchor Investor specialist in the past year, having participated as an Anchor in both VectoIQ (for $25 million) and LF Capital (for $13.4 million). Plus, BlackRock is participating in the $80 million PIPE that is part of the recently announced Platinum Eagle deal with Target Logistics.
And while some may quibble with the Anchor Investment language that reads as “The Anchor Investors have expressed to us an interest to purchase…”, meaning there’s no hard commitment to purchase those IPO shares, keep in mind that they have to give back those Founders Shares if they don’t. And BlackRock and Alta want those Founders Shares…
Additionally, the removal of the delaying amendment in this new S-1 means that RMG will be getting effective and pricing 20 days later on February 5th.
Revised summary of terms below:
Deutsche Banks is bookrunning manager. Stifel is lead manager.
Latham & Watkins LLP and Weil, Gotshal & Manges LLP are issuer’s counsel and underwriter’s counsel, respectively.