TPB Acquisition Corp I (NASDAQ:TPBA) announced in an 8-K this morning that it has entered into forward purchase agreements with investors to backstop their shares through close.
The SPAC did not specify how many shares are currently covered by these agreements and noted that similar arrangements with other parties may still be made. These investors have agreed not to redeem these shares and hold them through close. In exchange, they are to be paid the redemption price plus interest for them when the agreements mature two years after close.
These investors are to use their best efforts to sell these shares ahead of the maturity date on the open market if possible at a price above the redemption rate. Each investor must inform the combined company when such sales take place and each is to receive a pro rata reimbursement for each share sold.
The combined company will then reimburse these investors at the maturity date for any shares still held from the escrow account created for this purpose. This agreement is to be terminated should the company shares trade with a VWAP at or above $12.50 for 20 of 30 trading days with cumulative volume above 25,000,000 shares.
The agreements also terminate if company stock hits a VWAP below $5 under the same terms. In such a case, investors are to receive the dispersed escrow amount divided by the total number of shares held as of the notice of the $5 trigger and multiplied again by the number of shares these investors hold.
The FPAs come in addition to a $100 million PIPE at $10 per share that TPB I included when initially announcing its $1.2 billion combination with Lavoro in September. Sao Paulo, Brazil-based Lavoro is a diversified omnichannel seller of agricultural inputs in Brazil and the Latin American region more broadly.


Emmis Acquisition Corporation (NASDAQ:EMISU) has filed for a $100 million SPAC to take a look at the manufacturing sector after a few unique wrinkles in their IPO process. Initial investors are set to receive one right to a 1/10 share in each unit purchased and the SPAC will have 18 months to complete a business...
Chenghe III (NASDAQ:CHEC.U) has filed for a $110 million SPAC to continue the team’s growing series while turning to a new underwriter. The new SPAC is offering investors a 1/2 warrant in each unit and no overfunding of the trust, but it will need to complete a business combination within 18 months of its IPO...
At the SPAC of Dawn Futures sit slightly red as investors return from holidays of barbecues and fireworks to renewed concerns about where US President Donald Trump’s tariff policy might hamper trade. The latest shift produced a further one-month delay in most of the tariffs Trump has threatened to impose as his administration continues to...
Terms Tracker for the Week Ending July 3, 2025 Welcome to our weekly column where we discuss the findings from our IPO terms tracker based on the previous week’s pricings. We’re heading into the July 4th holiday, so we’ll keep this week’s column short and to the point. But before you head to the beach,...
Crown PropTech (OTC:CPTKW) has entered into a definitive agreement to combine with rare earth mining firm Mkango Resources (TSX-V:MKA) at a pre-money equity value of $400 million. London-based Mkango is working to commercialize a chain of rare earth mining and refining facilities in Africa and Europe. The combined company is expected to trade on the...