Integrated Wellness Acquisition Corp (WEL) Sells Sponsor Economics
by Nicholas Alan Clayton on 2023-11-22 at 8:53am

Integrated Wellness (NYSE:WEL) announced in an 8-K filing that it agreed to transfer control of its sponsor to Sriram Associates, which will now take on the SPAC’s financial obligations and may appoint a new team.

Sriram is acquiring 2,012,500 promote shares (70%) and 4,795,000 private placement warrants (70%) for the nominal purchase price of $1. It will also foot the $160,000 contribution for Integrated Wellness’ next extension and move forward with a scheduled extension vote that would push its maximum deadline out to December 13, 2024.

This is expected to involve monthly contributions of the lesser of $125,000 or $0.045 per share to its trust. Integrated Wellness currently has an estimated $11.02 per share in trust and this could grow to $11.38 per share if at least 4,000,000 shares remain outstanding through to a business combination or liquidation.

The incoming sponsor group will also extend the Integrated Wellness’ existing D&O insurance policy and pay all owed premiums and legal fees. The SPAC’s underwriter BTIG will waive or amend the deferred commissions on its IPO.

The group has not yet announced any proposed changes to the SPACs leadership team or Board, so investors may not have a clear idea of the vehicle’s new direction by the December 11 extension vote.

There may be some hints, however, if Sriram Associates bears any relation to SRIRAMA Associates which took over PowerUp‘s (NASDAQ:PWUP) sponsor in July. After that takeover, the new sponsor appointed Surendra Ajjarapu as executive chairman and staffed the team with colleagues that have followed Ajjarapu through a number of SPAC takeovers this year.

Ajjarapu completed a combination with Ocean Biomedical (NASDAQ:OCEA) as the chairman and CEO of Aesther Healthcare. This SPAC he IPO’d in September 2021, but he has since taken over Kernel (NASDAQ:KRNL), OceanTech I (NASDAQ:OTEC) and Semper Paratus (NASDAQ:LGST) mid-stream and each of these have since announced new combinations ranging from biotech to the aerospace sectors.

Integrated Wellness for its part announced and later terminated a combination with vending machine company Refreshing USA earlier this year. Going into its December 11 extension vote, the SPAC has about $57.3 million remaining in its trust after 53% redemptions through earlier votes.


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