Crescent Term Kicks in and Starry (STRY) Adjusts Warrant Exercise Price
by Marlena Haddad on 2022-04-25 at 10:46am

Starry Group Holdings (NYSE:STRY) announced this morning that it will be reducing the warrant exercise price and adjusting the redemption trigger price as a result of the Crescent Term being triggered.

Ahead of the shareholder vote for the FirstMark Horizon and Starry deal, a number of changes were made to the transaction, including increasing its PIPE size from $130 million to $140 million. It also adjusted the per share PIPE price from $10.00 to $7.50, both of which called the Crescent Term into play.

The Crescent term stipulates that it will be triggered based on three main criteria. For one, if the PIPE size and proceeds represent more than 60% of the issued equity in the deal. The second criteria is if the pre share price of any PIPE is struck below $9.20. The third criteria kicks in if the combined company trades below $9.20 for a 20 of 30 trading days VWAP beginning on the day preceding the closing of the combination.  For Starry, it triggered the first two when it announced the re-struck PIPE, but investors had to wait 30 days for the VWAP, which came in at approximately $7.92.

As a result, Starry will reduce the warrant exercise price from $11.50 per 1.2415 shares to $9.13 per 1.2415 shares. The company will also reduce the $18.00 per share redemption trigger price to $14.29 per share and adjust the $10.00 per share redemption trigger price to $7.94 per share. Each of these adjustments was effective as of the close of trading on Friday, April 22, 2022.

The Crescent Term’s “PIPE protection” represents a major advantage for warrant holders in situations such as this and gives Sponsors and target companies flexibility to amend their PIPE agreements while minimizing harm to investors.

As background, Starry completed its business combination with FirstMark Horizon Acquisition Corp. last month on March 18. FirstMark initially announced its $1.6 billion combination with the internet service provider last year on October 7.

 

 

Recent Posts
by Nicholas Alan Clayton on 2024-11-19 at 8:20am

At the SPAC of Dawn Although the drought of new SPAC transactions is approaching one full month, that hasn’t stopped the dealmaking between de-SPACs themselves. Trump Media (NASDAQ:DJT) is reportedly in advanced talks to buy crypto and digital asset marketplace and 2021 de-SPAC Bakkt (NYSE:BKKT) in an all-stock deal, according to FT. The former target...

by Nicholas Alan Clayton on 2024-11-18 at 3:08pm

Columbus Acquisition Corp (NASDAQ:COLAU) has filed for a $57.5 million IPO to give its team a second vehicle in circulation to hunt for deals. The same team IPO’d Eureka (NASDAQ:EURK) in July at a slightly smaller $50 million scale and this new SPAC would improve upon some of that foray’s terms. Both SPACs managed to...

by Nicholas Alan Clayton on 2024-11-18 at 8:20am

At the SPAC of Dawn One week before Thanksgiving, SPACs are not filling up their plate with just five votes scheduled, all of which are extensions. Five of these are set to take place today, and investors are also set to get an update on one of the most successful de-SPACs of recent years. Industrial...

by Kristi Marvin on 2024-11-16 at 10:00am

Terms Tracker for the Week Ending November 15, 2024 Welcome to our weekly column where we discuss the findings from our IPO terms tracker based on the previous week’s pricings. The drought in De-SPAC deals continues without a single announced combination since October 23rd. That’s more than three weeks now with SPACs experiencing a dry...

by Nicholas Alan Clayton on 2024-11-15 at 11:28am

Few corners of the market have seen a bigger boost from the result of the US elections than the crypto industry, and SPACs are always sure to be drawn to where the action is. But, in crypto’s case, this is a play that SPACs have been involved in before, so the question is more of...

logo

Copyright © 2023 SPACInsider, Inc. All Rights Reserved