IronNet Cybersecurity announced on Monday that it will go public through a combination with LGL Systems Acquisition, while trading platform eToro is also planning to go public through a merger with special purpose acquisition company FinTech Acquisition Corp. V, which is led by Betsy Cohen. Meanwhile, Thoma Bravo's blank check company is reportedly in talks to take mobile marketing company IronSource public through a merger
ETORO TO GO PUBLIC: Trading platform eToro intends to go public through a merger with special purpose acquisition company FinTech Acquisition Corp. V (FTCV), which is led by Betsy Cohen, the companies announced on March 16. Upon closing of the transaction, the combined company will operate as eToro Group Ltd. and is expected to be listed on NASDAQ. eToro was founded in 2007 with the vision of opening up capital markets.
"The social investment network offers users a choice of which assets to invest in from commission-free fractional equities to cryptoassets, and a choice of how to invest. Users can trade directly themselves, invest in a smart portfolio, or replicate the investment strategy of successful investors on the platform at no extra cost with the simple click of a button. In 2020, eToro added over 5 million new registered users and generated gross revenues of $605 million, representing year-over-year growth of 147%," eToro said. The company is expected to have an estimated implied equity value of approximately $10.4B at closing, reflecting an implied enterprise value for eToro of approximately $9.6B.
IRONNET TO GO PUBLIC: IronNet Cybersecurity announced that it has signed a definitive business combination agreement with LGL Systems Acquisition Corp. (DFNS), a special purpose acquisition company formed to help advance domestic and international defense. Upon close of the transaction, the combined company will be renamed IronNet Cybersecurity and will be listed on the New York Stock Exchange and trade under the ticker symbol (RNT). LGL Systems Acquisition Corp., which currently holds approximately $173M cash in trust, will combine with IronNet at an estimated pro forma total enterprise value of $927M. Assuming no redemptions by LGL's existing public stockholders, IronNet's existing stockholders will hold approximately 72% of the fully diluted shares of common stock in the combined company, IronNet Cybersecurity, immediately following the closing of the business combination. The combined company expects to receive approximately $267M in net proceeds, assuming no redemptions by LGL's existing public stockholders, including proceeds from a $125M PIPE transaction. The transaction is expected to close in Q3 of 2021.
ROCKLEY PHOTONICS COMING PUBLIC: On Friday, Rockley Photonics announced that it has entered into a definitive agreement to combine with SC Health Corp. (SCPE), a publicly traded special purpose acquisition company. The transaction will result in Rockley becoming a publicly traded company on the NYSE under the symbol RKLY and values the company at a pro forma enterprise value of $1.2B. The transaction is expected to deliver up to $323M of gross proceeds to the combined company, including the contribution of up to $173M of cash held in SC Health's trust account. The combination is further supported by a $150M PIPE at $10.00 per share, with participation from top-tier institutional investors including Senvest Management and UBS O'Connor and participation from Medtronic. Proceeds of the transaction will support the company's continued growth through ongoing product development in close collaboration with its initial customers. The transaction, which has been unanimously approved by SC Health's board of directors and the independent directors of Rockley's board of directors, is expected to close in the second quarter of 2021.
ARBE ROBOTICS DEAL: Arbe Robotics and Industrial Tech Acquisitions (ITAC) jointly announced that they have entered into a definitive business combination agreement to consummate a business combination, and related subscription agreements for an aggregate of $100M private placement in connection with the proposed business combination. Upon closing of the transactions, the combined company will operate under the "Arbe Robotics Ltd." name and is expected to be listed on Nasdaq under the new ticker symbol "ARBE". The combined company is expected to have an implied post-money pro forma enterprise value of approximately $572M and an equity value of approximately $722M at closing, assuming no redemptions by ITAC public shareholders. The transaction, which has been unanimously approved by the board of directors of both Arbe and Industrial Tech, is expected to close in the late 2nd quarter or early 3rd quarter of 2021.
ARRIVAL DEAL APPROVED: On Friday, CIIG Merger Corp. (CIIC), a U.S. publicly-traded special purpose acquisition company, announced that its stockholders voted to approve the previously announced business combination with Arrival S.a r.l., "the global company creating electric vehicles with its game-changing technologies." The closing of the business combination is anticipated to take place on March 24. Following this, the combined company will be renamed Arrival and its ordinary shares and warrants will trade on the Nasdaq Global Select Market beginning on March 25 under the ticker symbols "ARVL" and "ARVLW" respectively.
MERGER TALKS: Special purpose acquisition company Thoma Bravo Advantage (TBA) is seeking to raise about $1B in new equity to support a transaction to take mobile marketing company IronSource public through a merger, according to Bloomberg's Gillian Tan and Crystal Tse, citing people with knowledge of the matter. The deal would value the combined entity at more than $10B, said the report.
Meanwhile, Colombian softgel maker Procaps S.A.S. is said to be in talks to go public on Nasdaq through a merger with U.S. blank-check company Union Acquisition Corp II (LATN) in a deal which would value it at more than $1B, Reuters' Joshua Franklin reported, citing people familiar with the matter. Union Acquisition Corp II is in the process of engaging with potential investors to raise a $100M private investment in public equity, or PIPE, which would provide additional funding to Procaps, the sources said.
Vista Equity Partners' discussions to merge three of its businesses with special purpose acquisition company Apollo Strategic Growth Capital (APSG) in a $15B deal have been halted, Bloomberg's Gillian Tan and Liana Baker reported, citing people familiar with the matter. Talks about a tie-up with Vista's Solera Holdings, DealerSocket, and Omnitracs have stalled recently amid weak market conditions for tech firms, the authors noted.
Vivid Seats, a digital ticketing marketplace that competes with StubHub, is in advanced talks to go public via a merger with Horizon Acquisition Corp. (HZAC), a blank-check company led by Todd Boehly, Bloomberg's Gillian Tan reported, citing people familiar with the matter. Horizon has begun discussions with investors about raising equity to support a transaction set to reduce Vivid Seats’ debt and value the combined company at about $2.5B, one of the people said.
SPAC INITIATIONS: On Tuesday, Benchmark analyst Mark Schappel initiated coverage of Churchill Capital Corp II (CCX) with a Buy rating and $14 price target. Churchill Capital is a special purpose acquisition company that is in the process of buying privately-held Skillsoft, an enterprise digital learning company. With a new capital structure and the appointment of a "new, growth-focused" CEO, Skillsoft has begun to reorganize to take better advantage of its technology assets, vast content library and enterprise customer base that is "locked-in," the analyst contended.
Meanwhile, Benchmark analyst Bruce Jackson initiated coverage of Vesper Healthcare Acquisition (VSPR) with a Buy rating and $16 price target. Vesper is a special purpose acquisition company that is in process of acquiring HydraFacial, an aesthetic dermatology company with a proprietary skincare system that provides results similar to a medical skin resurfacing treatment in just 30 minutes. The HydraFacial delivers an "immediate and discernable" result with minimal consumer downtime, the analyst noted. He believes Vesper is building a "premium brand" in aesthetic dermatology.
Benchmark analyst Michael Ward initiated coverage of Forum Merger III (FIII) - which is in the process of merging with and bringing public Electric Last Mile Solutions - with a Buy rating and $23 price target. ELMS is "among the best-positioned companies to benefit from the expansion of e-commerce and the electrification of the commercial delivery fleet," argues Ward, who sees several factors that will lead to a faster adoption rate for the commercial fleet than other segments of the vehicle market in the U.S. ELMS's orders and competitive position put the company "on a fast path to $1 billion in revenue," Ward added.
In addition, DA Davidson analyst Tom White initiated coverage of Rover (NEBC) with a Buy rating and $17 price target. The analyst is positive on the company's position as the world's largest online marketplace for pet care, connecting pet parents with pet care providers that offer overnight and daytime services. White adds that Rover's "differentiated platform" has yielded in "category-leading scale" in the expanding pet services market, and the company is set to benefit from two "powerful" COVID-related tailwinds - the spike in pet ownership and a recovery in travel.
SPAC IPOs this week:
"On the Fly: The Week in SPAC News" is The Fly's new recurring series of stories on the latest SPAC initial public offerings, SPAC deal news, and associated analyst commentary.
FinTech Acquisition Corp. V
+0.6 (+4.91%)
LGL Systems Acquisition
+0.07 (+0.70%)
Aaron Rents
+ (+0.00%)
SC Health Corp.
+0.02 (+0.20%)
Industrial Tech Acquisitions
+0.02 (+0.20%)
CIIG Merger
-0.59 (-2.39%)
Arrival
+ (+0.00%)
Thoma Bravo Advantage
+0.02 (+0.19%)
Union Acquisition Corp. II
+0.01 (+0.10%)
Apollo Strategic Growth Capital
+0.035 (+0.35%)
Horizon Acquisition
-0.05 (-0.49%)
Churchill Capital Corp II
+0.015 (+0.15%)
Vesper Healthcare Acquisition
+0.13 (+1.14%)
Forum Merger III
-0.0199 (-0.19%)
Nebula Caravel Acquisition
-0.01 (-0.10%)
Byte Acquisition
+ (+0.00%)
LDH Growth Corp I
+ (+0.00%)
SoftBank Group
+ (+0.00%)
Levere Holdings
+ (+0.00%)
Research Alliance Corp. II
+0.02 (+0.20%)
GX Acquisition Corp. II
+ (+0.00%)
Revolution Healthcare Acquisition
+ (+0.00%)
Forum Merger IV
+ (+0.00%)
Accelerate Acquisition
+ (+0.00%)
American Acquisition Opportunity
+ (+0.00%)
Athena Technology Acquisition
+ (+0.00%)
Build Acquisition
+ (+0.00%)
Golden Arrow Merger
+ (+0.00%)
Kadem Sustainable Impact
+ (+0.00%)
KKR Acquisition Holdings I
+ (+0.00%)
Plum Acquisition Corp. I
+ (+0.00%)
Waldencast
+ (+0.00%)
Reinvent Technology Partners Y
+ (+0.00%)
Fortress Value Acquisition Corp. IV
+ (+0.00%)