At the SPAC of Dawn

With the quarter headed to the halfway point and the election season raging on, SPACInsider has a new question for readers.

Voters decision in the election itself is still a ways’ off, but, Let’s Settle This: Will Digital World (NASDAQ:DWAC) actually complete its combination with Trump Media & Technology Group this year? Record your prediction HERE.

As food for thought, Digital World can currently continue to extend its deadline to September 7, 2024, at which time it will have been over three years since its 2021 IPO. But, if it were to seek another extension, it is unlikely to see many redemptions as it last closed at $47.58. It sent in its fourth amended S-4 for the deal on January 22.

Deals and Funding

• Chenghe Acquisition Co. (NASDAQ:CHEA) has added a forward purchase agreement to its combination with Taiwan Color Optics under which Meteora Capital and affiliates will purchase up to 6,000,000 shares to a maximum of 9.9% of Chenghe’s total outstanding ordinary shares. Meteora will be paid the redemption price for these shares minus $750,000 and will reverse the redemption of 125,000 of shares they already hold. The agreement is to mature nine months after close or earlier according to certain triggers.
• Phoenix Biotech Acquisition Corp. (NASDAQ:PBAX) tweaked its combination with CERo Therapeutics, removing the minimum cash condition but slightly increasing the share compensation to CERo shareholders from 4,651,704 to 5,000,000 plus up to 1,200,000 shares for earn out conditions and 382,651 shares for rollover options or warrants. The changes also modified the existing earnout hurdles from share price targets of $12.50 and $15 to 125% and 150% of the share’s conversion price. Phoenix Biotech added a $2 million PIPE as well, which is made of Series A convertible preferred stock and warrants to purchase 125,000 ordinary shares. The warrants have an exercise price of the greater of $9.20 and the closing price of the Phoenix Biotech stock immediately prior to the PIPE’s subscription date.

News and Rumors

• PR: Cybersecurity firm ZeroFox (NASDAQ:ZFOX), which combined with L&F in August 2022, has agreed to be acquired by private equity firm Haveli Investments at $1.14 per share. This $350 million valuation is a 45% premium over Zero Fox’s 90-day VWAP, but is a drop from the $1.3 billion enterprise value struck in its SPAC deal.
• Bloomberg Law: Packable’s creditors have been given standing to sue company insiders after it failed to go public with Highland Transcend Partners I last year.
• Reuters: Cano Health (NYSE:CANO) filed for Chapter 11 bankruptcy Sunday but will receive $150 million in debtor-in-possession financing from existing lenders to provide liquidity for ongoing operations. Cano combined with Jaws in June 2021.

Votes

• Chenghe tipped in an 8-K that it saw 8,133,060 shares redeemed at its completion vote for the Taiwan Color Optics deal, which would amount to total redemptions of 97.3%, but the forward purchase agreement outlined above could reduce this amount.

Non-Redemption Agreements

•  Arrowroot Acquisition Corp. (NASDAQ:ARRW) has entered into a non-redemption agreement with an investor covering 410,456 shares that would have otherwise been redeemed. This investor is to receive an unspecified number of newly issued shares at the combination’s close of Arrowroot’s combination with iLearningEngines and Arrowroot’s sponsor is to forfeit 82,091 promote shares (1.1%) or 41,046 (0.5%) if the combination is closed before the end of February.