Tailwind Acquisition Corp. (TWND) Shareholders Approve NUBURU Deal
by Nicholas Alan Clayton on 2022-12-27 at 10:27am

Tailwind (NYSE:TWND) announced this morning that its shareholders approved its combination with laser technology firm NUBURU at a special meeting earlier today.

The press release did not include redemption figures or a closing date, and Tailwind has a few days to wrap things up before its initial January 9 transaction deadline.

The four SPACs that have reached close this month have so far averaged 95.4% redemptions. The 40 SPACs that have had a vote this month but not yet closed, meanwhile have seen 86.4% shares redeemed on average.

Tailwind has already had 90.3% of its shares redeemed in an earlier extension vote and so this last step concerns the last $33.6 million of its trust remaining.

These shareholders were incentivized to stick around with a mechanism that provides one untraded share as a bonus for each share not redeemed. The combined company may opt to re-purchase these shares for a variable conversion price depending on the trading price of the combined company’s common shares.

The transaction was further supported by a $100 million share purchase facility and $5 million in convertible promissory notes announced in August. Tailwind was required by the deal’s terms to maintain just over $5 million in cash available as a closing condition.

Tailwind announced its business combination with NUBURU on August 8 at a pre-money enterprise valuation of $350 million. Centennial, Colorado-based NUBURU makes precision lasers using patented blue light technology for the precision manufacturing space.

This new deal was announced about a year after Tailwind’s first announced deal with cloud software firm Qomplx was terminated. The SPAC team’s second vehicle meanwhile made it to the finish line first in its combination with satellite manufacturer Terran Orbital, which closed in March.


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