Tailwind Two (NYSE:TWNT) has amended its combination agreement with satellite manufacturer Terran Orbital with key tweaks for the transaction’s closure.
The largest change is a requirement that the SPAC not incur redemptions of 85% or more. The 23 SPACs that have completed transactions in 2022 and held their last vote this year faced redemptions of 83.8% on average, so this could be a close shave if Tailwind Two follows the recent trend.
The changes also remove a requirement that Terran Orbital hold no more than $40 million in net debt at the transaction’s close. At announcement, the deal foresaw Tailwind Two drawing on $75 million in term loans while repaying $70 million in past debt. So, this change could be a recognition of the possibility of lower proceeds for debt paydowns, but could also open the door for Tailwind Two to shore things up with new financing arrangements.
Tailwind Two shareholders are set to meet to vote on the transaction March 22, but the redemption deadline is Friday, March 18, so the parties should have a feel of the situation before the week is out.
The market has so far been encouraged by the deal changes with Tailwind Two trading up about 0.1% to $9.93 in the premarket. This is below its estimated pro rata trust value of $10.00, but nonetheless higher than much of the field of SPACs at a similar stage working towards close.
Tailwind Two initially announced its $1.6 billion combination with Terran Orbital on October 28. The Boca Raton, Florida-based company provides small satellite solutions for military, intelligence community, civil and commercial customers.
1RT Acquisition Corp. (NASDAQ:ONCHU) announced the pricing of its $150 million IPO and its units are expected to begin trading on the Nasdaq under the symbol “ONCHU”, Wednesday, July 2, 2025. The new SPAC plans to target company in the digital asset ecosystem involved in the creation, storage, exchange or management of such assets, whether...
D. Boral ARC Acquisition II Corp. (NASDAQ:ARBCU) has filed for a $250 million SPAC to give underwriter D. Boral a second in-house SPAC to pursue deals with. The new SPAC offers investors a 1/2 warrant and an initial 18-month time frame to complete a deal. D. Boral II’s sponsor may automatically extend this once by...
Ribbon (NASDAQ:RIBB) has entered into a definitive agreement to combine with Japanese biotech firm DRC Medicine at a pro forma equity value of $422 million. Tokyo-based DRC Medicine manufactures reusable anti-bacterial and anti-allergen wearables and aims to go deeper into the medical device and pharmaceutical space. Transaction Overview Ribbon is expected to provide $50.4 million...
In June 2025, the SPAC market was marked by a notable rise in meeting delays, with adjournments and postponements playing a central role in extension activity, as sponsors navigated a more cautious market environment. Still, several SPACs secured shareholder approvals, and seven business combinations were completed during the month. At the same time, IPO issuance...
An In-Depth Look at SPAC Activity Through the Second Quarter & First Half 2025 Below is a summary of the first half of 2025 SPAC market. If you’d like a pdf copy, you can access the link HERE. Q2 kicked off in chaos. President Trump’s shifting and often contradictory tariff announcements sent markets reeling, driving...