At the SPAC of Dawn

Good morning! Watch this space moving forward as a roundup of evening filings as well as news nuggets to nibble on beside your morning coffee.

Much of the conversation around SPACs tends to come in isolation, but Rivian’s (NASDAQ:RIVN) after-hours announcements yesterday show that launching a public EV brand is tough no matter how the company made it to the market.

The company already announced a meager third quarter year-on-year production increase of 4% earlier in the week, but it followed this with plans to issue $1.5 billion in convertible notes due in 2030. It is down about -9.5% before market open, reversing much of its 2023 gains.

Like other new EV players, it continues to chase first-mover Tesla (NASDAQ:TSLA) but has been snared by high capex and supply chain challenges. Its relative stability has come largely due to its steady contract to supply delivery trucks to its largest shareholder, Amazon (NASDAQ:AMZN).

Symbotic (NASDAQ:SYM), which combined with SVF 3 last June, has similarly leveraged its contracts with Walmart (NYSE:WMT) to become one of the highest performing de-SPACs since 2020, last closing at $31.84.

Sponsor Economics Sales

• Atlantic Coastal Acquisition Corp. (Nasdaq: ACAH) filed an 8-K yesterday revealing they had entered into a Sponsor Membership Interest Purchase Agreement to sell 55% of their sponsor membership interest to Porche Capital LTD. The buyer will receive approximately 4,465,867 shares of Class A common stock, one share of Class B common stock and 3,336,667 private placement warrants to acquire 1,112,222 shares of Class A common stock for a total purchase price of $1.00.

In connection with the Sponsor Handover, the Sponsor transferred the remaining 45% of the membership interests, entitled to approximately 3,653,892 shares of Class A common stock and 2,730,000 private placement warrants to acquire 910,000 shares of Class A common stock, to a separate limited liability company, of which Shahraab Ahmad is the managing member.

News and Rumors

• Puck: Ackman’s media blitz is in full swing as a number of publications have put out explainers on the deal maker’s new “SPARC” product.
• TechCrunch: Bird (OTC:BRDS) lays off staff after absorbing its peer Spin as its rocky ride post-de-SPAC with Switchback II continues.
• Bloomberg Law: The Better Therapeutic lawsuit is back on now that Mountain Crest sponsors have responded, judge rescinds its earlier default judgment.
• BNN Bloomberg: SomaLogic (NASDAQ:SLGC) will merge with Standard BioTools (NASDAQ:LAB) in all-stock merger that will give SomaLogic shareholders 1.11 LAB shares per SLGC share they hold and a 57% stake in the company. SomaLogic went public in 2021 via CM Life Sciences II.
• Denver Post: Spruce Power (NYSE:SPRU), formerly known as XL Fleet, agreed to pay a reduced $11 million settlement with the SEC in exchange for its cooperation with probe alleging it overstated projections during its de-SPAC process with Pivotal II.

International SPAC News

• FinNews: Switzerland’s only listed SPAC VT5 Acquisition Company (SIX:VT5) has found a target and is in exclusive negotiations with the R&S Group.
• Bloomberg: Middle East’s first SPAC ADC Acquisition Corp. raises $200 million PIPE for its combination with United Printing & Publishing.
• PR: Toronto-listed Agrinam Acquisition Corporation (TSX:AGRI.U) has signed a $147 million business combination with agtech firm Freight Farms.