This afternoon, Boxwood Merger Corp. (BWMC), which was originally scheduled to hold their shareholder vote today to complete their combination with Atlas Intermediate Holdings LLC, adjourned their meeting for the fourth time. The new vote date is now scheduled for Monday, February 10th.
Boxwood most recently adjourned their shareholder vote on January 30th, to today (February 6th) citing, “Based on positive investor feedback to the financing arrangements announced yesterday in support of Boxwood’s proposed business combination (the “business combination”) with Atlas Intermediate Holdings LLC (“Atlas”), Boxwood is adjourning the special meeting to provide investors with additional time to consider the now fully-financed business combination.” So further adjourning to Monday, February 10th, is interesting because that only gives Boxwood two additional days now to secure their vote. That’s a very short amount of time. However, it does sort of indicate that their previous financing changes may not have gotten the traction they were hoping for, so it’s not totally outside the realm of possibility that they adjourn for a fifth time.
Plus, keep in mind that Boxwood doesn’t expire until November 20th, 2020. However, as we’ve seen with TKKS, you really don’t want to give shareholders too much time to change their minds by adjourning two or three weeks out, so it appears Boxwood is looking to wrap this up quickly. Only two days out also means we won’t see any gyrations in the share price where it zooms back up to estimated cash in trust value (again, like we saw with TKK Symphony’s share price) since there is no time for the share to be bought and sold ahead of a new redemption deadline, which is typically two days ahead of a shareholder vote (which may have been the point of only adjourning two days).
All told, Boxwood’s recent additional financing, which includes $155 million from GSO Capital Partners, the credit arm of Blackstone (“GSO”), plus an increased equity rollover of up to $50 million from Bernhard Capital Partners AND a debt commitment letter from Macquarie and Natixis, means there are a lot of big names guarding the hoop on this transaction, so some last minute horse-trading in order to get the deal done is always a possibility. However, if Boxwood needs to adjourn for a fifth time on Monday…well, then we’ll know they have some much bigger issues.