G Squared Ascend I Inc. (NYSE:GSQD) announced this morning that it has mutually terminated its combination with digital freight software company Transfix and its sponsor will instead invest in the company privately.
The parties blamed “current public market conditions” for nixing the deal, which was announced over a year ago in September 2021. While the parties had not yet set a date for a completion vote, G Squared may have struggled to hit the deal’s $200 million minimum cash condition in this redemptions climate despite having a $60 million forward-purchase agreement and $50 million backstop.
But with the changing market appetites, this could have also simply been a case of the two sides unable to come together on a re-strike. Transfix grew revenue at a CAGR of 81% from 2016 to 2020, but at the time of the deal’s announcement, it did not expect to be EBITDA positive until 2024E. As such, it may have had to wait for a while before a market focused on cash generation would give it its due.
This could still wind up as a missed opportunity, however. The terms of Transfix’s pending private round with G Squared and fellow existing investor New Enterprise Associates have not been made public yet, but it seems likely that it will be at a valuation below the $1.05 billion envisaged in this deal.
In a similar scenario, ticket marketplace company Seat Geek terminated its combination with RedBall in June, which would have valued it at $2.0 billion pro forma equity value with $100 million in committed capital from a combination of a private placement and PIPE. SeatGeek then turned around and raised $238 million in a private Series E at a valuation at $1 billion pre-money.
Should either company seek to go public again, it will have been after one more round of dilution and possibly on less favorable terms than they had in hand. G Squared, meanwhile, will be gaining an increased share in Transfix in either scenario, but its SPAC is now in a less favorable position coming up on a February 9, 2023 transaction deadline in what may still be a difficult market to extend with low redemptions.


Blueport (NASDAQ:BPACU) has filed for a $69 million SPAC that would bring another first-time sponsor team to market. The new SPAC is offering investors a right to a 1/6 share in each unit and it will have 15 months to complete a business combination. It is underwritten by Alliance Global Partners and will not be...
At the SPAC of Dawn The markets appear to poised to continue a rosy week with futures in the green in anticipation of PCE inflation readings. Space is one of the sectors feeling the most love recently and launch services firm Rocket Lab (NASDAQ:RKLB) is keeping up the momentum, scheduling two launches within 48 hours...
FIGX Acquisition Corp. (NASDAQ:FIGXU) announced the pricing of its $131 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “FIGXU”, Friday, June 27, 2025. The new SPAC aims to seek out a financial services target with a particular focus on wealth and asset managers with the potential to...
Yorkville Acquisition Corp. (NASDAQ:YORKU) announced the pricing of its $150 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “YORKU”, Friday, June 27, 2025. The new SPAC plans to combine with a target company in the telecom, media or technology sectors. Yorkville Acquisition Corp.’s management team is led...
At the SPAC of Dawn As pressure on Fed Chairman Jerome Powell increases, the market is set to ingest a raft of new indicators today as well as hear from Cleveland Fed President Beth Hammack on the potential interest rate path. Today will also see June’s 8th SPAC IPO as Cantor Equity Partners III Inc....