Big Rock Partners Acquisition Corp. (BRPA), filed a definitive proxy statement this morning for their upcoming shareholder vote to extend their completion deadline for another three months to August 22, 2019. BRPA’s current deadline, is May 22nd, having already been extended twice from February 22, 2019 and from November 22nd, 2018.
Big Rock, which raised $69 million in their IPO back on November 20th of 2017, had only twelve months to complete their business combination and for the last two extensions, BRPA deposited $690,000 into the trust (or $0.10 per share) as required, each time. Now, they will need to go to a shareholder vote to extend even further. However, if the new extension is approved, BRPA will contribute $0.02 for each public share that is not redeemed in connection with the vote for each additional month they need (or $0.06 if they need the full three months).
Three months is an awfully short amount of time. If BRPA were to announce a deal the day after the vote (which is on May 21st), it would be challenging to wrap things up, get their proxy through the SEC, and market the transaction to new investors, and all by August 22nd. Plus August is a slow month and most people are on vacation. That’s not to say it can’t be done, but an additional extension vote in August has a better than average chance of happening.
As a reminder, Big Rock Partners stated focus is on businesses in the senior housing and care industry in the United States and is a 100% in trust SPAC. The unit is comprised of one share of common stock, one-half of one warrant and one right to receive one-tenth (1/10) of one share of common stock upon the consummation of an initial business combination.
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