Tailwind Two (NYSE:TWNT) has amended its combination agreement with satellite manufacturer Terran Orbital with key tweaks for the transaction’s closure.
The largest change is a requirement that the SPAC not incur redemptions of 85% or more. The 23 SPACs that have completed transactions in 2022 and held their last vote this year faced redemptions of 83.8% on average, so this could be a close shave if Tailwind Two follows the recent trend.
The changes also remove a requirement that Terran Orbital hold no more than $40 million in net debt at the transaction’s close. At announcement, the deal foresaw Tailwind Two drawing on $75 million in term loans while repaying $70 million in past debt. So, this change could be a recognition of the possibility of lower proceeds for debt paydowns, but could also open the door for Tailwind Two to shore things up with new financing arrangements.
Tailwind Two shareholders are set to meet to vote on the transaction March 22, but the redemption deadline is Friday, March 18, so the parties should have a feel of the situation before the week is out.
The market has so far been encouraged by the deal changes with Tailwind Two trading up about 0.1% to $9.93 in the premarket. This is below its estimated pro rata trust value of $10.00, but nonetheless higher than much of the field of SPACs at a similar stage working towards close.
Tailwind Two initially announced its $1.6 billion combination with Terran Orbital on October 28. The Boca Raton, Florida-based company provides small satellite solutions for military, intelligence community, civil and commercial customers.
Terms Tracker for the Week Ending November 8, 2024 Welcome to our weekly column where we discuss the findings from our IPO terms tracker based on the previous week’s pricings. This week saw three more SPACs price IPOs along with a slight improvement in IPO trading performance. More importantly, the Presidential election was won decisively,...
With a few days passed for the dust to settle on the re-election of President Donald Trump, the market still appears to be sorting out what to expect from the future administration. While SPACs are of course impacted by all general market shifts, there are some key changes that could impact SPACs and their transactions...
A SPAC III Acquisition Corp. (NASDAQ:ASPCU) announced the pricing of its $55 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “ASPCU”, Friday, November 8, 2024. The new SPAC intends to seek out a target company with strong ESG principals in the material technology sector with potential for...
At the SPAC of Dawn Despite all of the worries and volatility, election week comes to an end today with de-SPACs up nearly across the board. Companies that closed SPAC transactions since 2021 are up a median +6% since their close on the eve of Tuesday’s elections and the cohort trading above $10 have seen...
Willow Lane Acquisition Corp. (NASDAQ:WLACU) announced the pricing of its $110 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “WLACU”, Friday, November 8, 2024. The new SPAC intends to conduct a broad search to find an established middle market company valued at about $1 billion or less....