Founder SPAC (FOUN) Adds FPA of Up to $150M
by Nicholas Alan Clayton on 2022-08-05 at 9:46am

Founder SPAC (NASDAQ:FOUN) announced this morning that it has entered into a forward purchase agreement (FPA) of up to $150 million to help secure its combination with Rubicon Technologies.

The parties gained approval of the deal at Founder SPAC’s special meeting August 2, but this move could reflect putting in protections in the event redemptions are higher than expected in conjunction with the completion vote. And while Founder SPAC is required to deliver $111 million in cash in order for the deal to close, this is already fully covered by the transaction’s $111 million PIPE.

However, this might also have to do with meeting Nasdaq’s listing standards post-closing.  In order to maintain a Nasdaq listing a de-SPAC needs at least 1,000,000 unrestricted publicly held shares that are not subject to contractual lock-up restrictions and that are held by at least 300 “round lot” holders with stock valued at at least $2,500.

This FPA represents a hybrid backstop by which Delaware-registered ACM ARRT F has agreed to purchase 1,000,000 shares from redeeming shareholders and may buy up to 15,000,000 of such shares as long as this would not represent more than 9.9% of the combined company’s equity. Another $150 million in the mix would give the company flexibility while it expects $736 million in revenue in 2022E.

The terms of this FPA are complex and outlined in full on Founder SPAC’s profile page. But, what it amounts to is keeping an undetermined amount of capital in with the de-SPAC on terms that are not cheap, but will be more fortuitous should the company trade well under the current market conditions.

The parties initially announced the $1.7 billion merger on December 16. Lexington, Kentucky-based Rubicon connects businesses and local governments to independent waste haulers through a cloud-based platform that gives them hard data on their recycling impacts.

In April, Rubicon announced a strategic partnership with PIPE investor Palantir (NYSE:PLTR) to develop a joint go-to-market strategy for commercializing new subscription products and supporting workflows analyzing waste and recycling data from its platform.


ADVISORS

  • Moelis & Company LLC is serving as exclusive financial advisor to Founder SPAC.
  • Cohen & Company Capital Markets a division of J.V.B. Financial Group, LLC is serving as financial advisor to Rubicon.
  • Cohen & Company Capital Markets and Moelis & Company LLC are serving as placement agents to Founder SPAC.
  • Jefferies LLC is serving as exclusive capital markets advisor to Founder SPAC.
  • Winston & Strawn, LLP is serving as legal advisor to Founder SPAC.
  • Gibson, Dunn & Crutcher LLP is serving as legal advisor to Rubicon.
Recent Posts
by Nicholas Alan Clayton on 2024-03-28 at 1:35pm

News and Rumors PR: Bannix (NASDAQ:BNIX) has provided more information on the combination with VisionWave that it announced yesterday, specifying that the imaging technology that VisionWave will acquire from GBT Technologies will primarily seek out applications in military combat scenarios and geological surveys. PR: Grove Collaborative (NYSE:GROV), which combined with Virgin Group II in June...

by Nicholas Alan Clayton on 2024-03-28 at 7:47am

At the SPAC of Dawn Fed Chair Jerome Powell has given new hints that the administration would be showing greater levels of comfort with inflation if a cut could help improve unemployment numbers. Those numbers could get an update today at 8:30 am ET to bring new jobless claims as well as final prices for...

by Nicholas Alan Clayton on 2024-03-27 at 1:31pm

News and Rumors CNBC: Former WeWork (OTC Pink:WEWKQ) founder Adam Neumann has offered to buy back control of the company for $500 million but has yet to secure the necessary financing. WeWork went public with BowX in October 2021. PR: Satellite telecom firm Spire Global (NYSE:SPIR) has signed an agreement to build and launch two...

by Nicholas Alan Clayton on 2024-03-27 at 11:38am

Bannix (NASDAQ:BNIX) has entered into a definitive agreement to combine with VisionWave Technologies for $30 million. The combined company is expected to trade on the Nasdaq once the deal is completed with an initial outside date of September 14. Transaction Overview Bannix has about $17 million in its trust after seeing 77.4% of its shares...

by Nicholas Alan Clayton on 2024-03-27 at 7:33am

At the SPAC of Dawn Much of the attention yesterday was on tracking the swings of the newly-completed Trump Media (NASDAQ:DJT) deal with the FT going as far to suggest it may “make SPACs great again.” Not all of the day’s data points were on the positive side of the ledger, however. IB Acquisition Corp....

logo

Copyright © 2023 SPACInsider, Inc. All Rights Reserved