Cerberus Telecom (NYSE:CTAC) announced in an 8-K filing today that its shareholders approved its combination with internet-of-things (IoT) provider KORE Wireless at a shareholder vote held earlier today.
A total of 22,240,970 shares were redeemed in connection with the meeting, removing 85.76% of the SPAC’s trust and leaving $36.9 million remaining. Although today’s redemption numbers are on the higher end, it is still slightly better than what CTAC originally reported earlier in the month. On September 14, CTAC disclosed that 90.39% of its shares were redeemed, but after postponing its shareholder meeting and securing additional funding, the company then reported on September 22 that redemptions were slightly lowered to 86.32%.
Despite the heavy redemptions, CTAC will still be able to meet its minimum clash closing condition of $345 million thanks to a $225 million PIPE and a backstop agreement with Fortress Credit Corp. The agreement allowed CTAC to borrow up to $120 million via unsecured exchangeable notes that are due in 2028, plus an additional $65 million in financing that was secured last week.
The parties expect to close the transaction tomorrow, September 30, with the combined company’s shares set to begin trading on the NYSE under the symbols “KORE”.
Cerberus Telecom originally announced its $1.014 billion combination with KORE Wireless on March 12. KORE provides connectivity hardware and service for smart devices and is working to move into the new world of 5G.
ADVISORS
- Cowen and Company LLC is serving as exclusive financial advisor to KORE.
- Kirkland & Ellis LLP is serving as legal counsel to KORE.
- Goldman Sachs & Co. LLC is serving as lead financial advisor to CTAC.
- Morgan Stanley & Co. LLC is serving as financial and capital markets advisor to CTAC.
- Deutsche Bank Securities Inc. is also acting as financial and capital markets advisor to CTAC.
- Cowen and Company LLC and Goldman Sachs & Co. LLC are also serving as co-placement agents on the PIPE.
- Milbank LLP is serving as legal counsel to CTAC.
- Ropes & Gray LLP is serving as legal counsel to the placement agents.
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