Montes Archimedes Acquisition Corp. (NASDAQ:MAAC) announced that it experienced high redemptions, but secured shareholder approval of its combination with biotech firm Roivant Sciences at a special meeting yesterday.
A total of 38,400,312 shares, representing about 93.5% of all outstanding shares, were redeemed in connection with the vote leaving approximately 2,671,508 public SPAC shares and roughly $26.7 million remaining in trust. As a result, Roivant has waived its $210 million minimum cash condition. The deal is nonetheless expected to close tomorrow, September 30, and the combined company’s shares are set to trade on the Nasdaq soon thereafter under the symbol “ROIV”.
The deal included a $200 million PIPE at announcement and the public listing will still provide M&A flexibility for Roivant, which has announced a number of transactions since its deal with Montes Archimedes. Roivant expects to receive $320 million in cash and cash equivalents as a part of the merger of it subsidiary Datavant with Ciox Health and a further $100 million from SK’s investment in another subsidiary, Proteovant.
Montes Archimedes originally announced its $5 billion deal with Roivant on May 3. Basel, Switzerland-based Roivant develops an array of drug candidates acquired from peers or internally developed with its enhanced computing platform.
Only one other proposal was placed on the ballot of the special meeting. Both it and the business combination were passed by wide margins. Full vote tallies and descriptions of the measures may be found HERE.
ADVISORS
- J.P. Morgan Securities LLC is serving as a financial advisor and capital markets advisor to Roivant and as a lead placement agent for the PIPE.
- SVB Leerink LLC is serving as a capital markets advisor to Roivant and as a lead placement agent for the PIPE.
- Goldman Sachs & Co. LLC is serving as a financial advisor to Roivant.
- Cowen and Company, LLC is serving as a financial advisor and capital markets advisor to Roivant.
- Citigroup Global Markets Inc. is serving as a placement agent for the PIPE.
- Truist Securities, Inc. is serving as a capital markets advisor to Roivant and as a placement agent for the PIPE.
- Davis Polk & Wardwell LLP is acting as legal counsel to Roivant.
- Kirkland & Ellis LLP is acting as legal counsel to MAAC.
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