The Week In SPAC News: Apifiny, Akili Interactive Going Public Via Merger Deals

In SPAC news this week, Apifiny announced that it has entered into a definitive business combination agreement with Abri SPAC I, while Akili Interactive said it entered into an agreement to become publicly traded via a merger with Social Capital Suvretta I.

Apifiny, Abri SPAC I Combination

Apifiny announced that it has entered into a definitive business combination agreement with Abri SPAC I (ASPA), a special purpose acquisition company, that will result in Apifiny becoming a publicly traded company on the Nasdaq stock market. The transaction is expected to close in the third quarter and is subject to approval by Abri stockholders and other customary closing conditions, including regulatory approvals.

The boards of both Apifiny and Abri have unanimously approved the proposed transaction. The pro forma enterprise value of the combined company is approximately $530 million, including the contribution of up to $57 million of cash held in Abri's trust account, subject to redemptions. The proposed business combination contemplates that Apifiny stockholders will roll 100% of their equity into the combined company.

Akili Interactive, Social Suvretta I Merger

Akili Interactive has entered into a definitive agreement to become publicly traded via a merger with Social Capital Suvretta I (DNAA). The transaction is expected to close in mid-2022, after which Akili will be listed on the Nasdaq stock market under the new ticker symbol 'AKLI.'

The transaction implies a post-money equity value of the combined company of up to approximately $1 billion and is expected to deliver up to $412 million in gross cash proceeds to the company, including the contribution of up to $250 million of cash held in SCS's trust account and $162 million from PIPE investors at $10 per share.

All references to available cash from the trust account and retained transaction proceeds are subject to any redemptions by the public shareholders of SCS and payment of transaction expenses. Existing Akili shareholders will roll 100% of their equity into the combined company and will be eligible to receive additional SCS shares pursuant to an earnout based on the combined company's future stock performance.

The proposed business combination, which has been unanimously approved by the boards of directors of both Akili and SCS, is expected to close in mid-2022, subject to approval by SCS's and Akili's shareholders, regulatory approvals, and other customary closing conditions.

ETAO Coming Public via SPAC

ETAO International Group will go public, raising up to $304 million, assuming no redemptions by Mountain Crest III (MCAE) shareholders, to advance its "best-in-class internet medical services, supported by artificial intelligence and big data technologies, to improve health care delivery and quality in specialized clinics and hospital settings," the companies announced on Jan. 28.

ETAO has entered into a definitive merger agreement with Mountain Crest Acquisition Corp. III, a publicly traded special purpose acquisition company or SPAC. The transaction values ETAO at a pro forma fully diluted enterprise value of approximately $2.5 billion with existing ETAO shareholders rolling over 100% of their equity into equity of the combined company.

Upon completion of the transaction, the combined company will operate as ETAO and securities are expected to be listed on NYSE under the symbol 'ETAO.' The transaction includes a $250 million private investment in public equity at $10 per share from investor China SME Investment Group that is scheduled to close simultaneously with the business combination transaction.

Separately, ETAO has also received commitments through a separate private placement of $51 million expected to close prior to Feb. 15, 2022. The proposed business combination is expected to be completed in the summer of 2022.

Analyst Coverage Initiations

Benchmark analyst David Williams initiated coverage of Supernova Partners Acquisition II (SNII) with a Buy rating and $19 price target. Supernova is special purpose acquisition company that is in the process of acquiring Rigetti Computing, a pure-play, superconducting, quantum computing company, Williams told investors in a research note.

The analyst views Rigetti as a "compelling opportunity to gain exposure to rapidly expanding new vertical with few existing competitors." The company offers an attractive proprietary technology, an existing revenue stream, and a clear path to a quantum advantage, Williams contended.

Ladenburg analyst Jeffrey Cohen initiated coverage of Healthcare Capital (HCCC) with a Buy rating and $18 price target. Healthcare Capital is a special purpose acquisition company that has announced a definitive merger agreement with Alpha Tau.

The company's DaRT technology has overcome the historical challenges of working with alpha particles in treating oncology, Cohen told investors in a research note. The analyst says the DaRT platform leverages the benefits of brachytherapy as well as the benefits of alpha therapy.

Northland analyst Mike Grondahl initiated coverage of Thayer Ventures Acquisition (TVAC) -- which has entered into a definitive merger agreement with Inspirato that will result in Inspirato becoming a publicly listed company -- with an Outperform rating and $14 price target.

Inspirato, which is "uniquely placed in the competitive landscape with attractive offerings for both affluent travelers and hospitality providers," is well-positioned to take advantage of changing vacation preferences and has shown an "impressive" revenue growth path and long-term model, Grondahl told investors.

Upon closing, the combined company will operate as Inspirato, and its Class A common stock is expected to be listed on Nasdaq under the ticker symbol 'ISPO.'

SPAC IPOs This Week

  • Keyarch Acquisition (KYCH) opened on Jan. 25 at $9.93. The company intends to focus its search for a target on "disruptive technology and innovative services companies in developed economies such as the U.S., Israel, and Southeast Asia," but may pursue a target in any stage of its corporate evolution or in any industry, sector, or geographic location. However, the company will not undertake its initial business combination with any entity that is based in, located in, or with its principal business operations in China, including Hong Kong and Macau, it said.
  • LatAmGrowth SPAC (LATG) opened on Jan. 25. The company intends to focus its search on "high growth companies in Latin America, including Brazil, as well as businesses in the United States that cater to the Hispanic community: (1) with significant technological advantages, and/or (2) that are well positioned to benefit from the favorable structural and secular trends of the emerging middle class."

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