PMV Consumer (OTC PINK:PMVC) announced that it is redeeming all non-insider public shares for approximately $10.09 per share, but it will not be dissolving just yet.
The SPAC is set to provide written redemption notices to each shareholder and trust proceeds are to be distributed within 30 days of these notices. PMV Consumer will then remain listed on the OTC Pink Sheets with the 3,000,000 Class A shares owned by its sponsor.
Post-redemption, the SPAC plans to file a Form 15 to remove its filing requirements and “continue to pursue a wide range of business opportunities operating as a blank check shell company”, according to its press release.
Alternatively, a holder may elect to receive shares of Class C Common Stock issued on a one-for-one basis for the number of Class A Shares redeemed from such holder. Public shareholders that want to stick along for the ride may also elect to receive a pro rata share of 200,000 Class C shares. The pro rata share of the Class C Common Stock will be calculated by dividing the number of Class A Shares redeemed from a holder by the total number of Class A Shares redeemed from all holders of Class A Shares that elect the Stock Election.
These Class C shares will also remain unlisted and so will function as a sort of mini-promote held by public shareholders if and until PMV Consumer completes a business combination down the road.
And, unlike many SPACs now liquidating in the final weeks of the year, PMV Consumer does have some tread left on its tires. In September, it extended its transaction deadline until September 21, 2023.
Although 88% shares were redeemed in connection with the vote, shareholders also approved a measure allowing PMV Consumer to increase its authorized stock from 86,000,000 to 120,000,000, which may give it more flexibility as a pink sheets acquisition vehicle.
This is an interesting third option for SPACs facing down deadlines over the next few months. Albeit, less grandiose than Bill Ackman’s SPARC concept. But, this nonetheless could be an approach that teams could toy with as a means of extending a SPAC’s life with the ability to opt-out and opt-in shareholders.
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