The Week In SPAC News: Gett Nears $1.1B Merger To Go Public

Image Source: Kevin Smith on Flickr

In SPAC news this week, Gett is reportedly nearing a merger with Rosecliff Acquisition Corp., a SPAC backed by the investment firm Rosecliff Venture Management.

Gett Nears SPAC Deal to Go Public

Gett, which started as a ride-hailing competitor to Uber (UBER) and Lyft (LYFT) and now focuses on streamlining companies' ride-hailing, taxi, and limousine booking options around the world into one platform, is nearing a merger with Rosecliff Acquisition Corp. (RCLF), a SPAC backed by the investment firm Rosecliff Venture Management, The Wall Street Journal's Amrith Ramkumar reported.

The merger would take the corporate-transportation platform public with a roughly $1.1 billion valuation, according to people familiar with the matter.

Panera Strikes Deal with Meyer SPAC 

Panera Brands and Danny Meyer's USHG Acquisition, or HUGS, announced that they have signed an agreement through which HUGS will become a cornerstone partner with Panera Brands. Danny Meyer, the founder of Shake Shack (SHAK), will also invest directly in Panera Brands at the time of the previously announced Panera Brands IPO and become lead independent director of Panera Brands' board following the completion of the IPO.

The closing of the transaction will take place following the completion of the Panera Brands IPO, which will be undertaken via a customary IPO process and approval of HUGS shareholders. Pursuant to the transaction, HUGS shareholders will become direct shareholders in Panera Brands, alongside current and future shareholders of Panera Brands after the Panera Brands IPO.

JAB, which is Panera Brands' primary shareholder, subject to completion of the Panera Brands IPO, has agreed to make a dollar-for-dollar investment in shares of Panera common stock in an amount equal to the amount of any redemptions of HUGS shares. Panera Brands and HUGS entered into a definitive agreement in connection with the transaction pursuant to which a newly formed wholly owned subsidiary of Panera Brands will merge with and into HUGS.

As a result of the merger: each issued and outstanding share of HUGS's Class A and Class B common stock will be exchanged for a number of shares of Panera Brands' common stock at an exchange ratio of $10.00 divided by the public offering price per share in the Panera Brands IPO. HUGS will become a wholly owned subsidiary of Panera Brands and Panera Brands will succeed to all of the cash of HUGS, net of closing costs, and HUGS shareholder redemptions.

Plus Deal Terminated

Hennessy Capital Investment Corp. V (HCIC), a publicly traded special purpose acquisition company, and Plus announced that the companies have mutually agreed to terminate their previously announced Merger Agreement and Plan of Reorganization, effective immediately, given the Nov. 8, 2021 "outside date" set forth in the Merger Agreement.

In light of recent developments in the regulatory environment outside of the United States, Plus is pursuing a potential restructuring of certain aspects of its business, after which HCIC V and Plus may enter into discussions with respect to a potential new business combination.

Daniel J. Hennessy, Chairman and CEO of HCIC V, said that, "HCIC was formed to merge with a company that provides sustainable technologies. We believe in the potential for autonomous trucks to transform the trucking industry and in Plus's ability to continue its global deployment of autonomous trucking technology. We remain optimistic that the parties can once again explore a business combination in the near-term that will further advance sustainable transportation."

"Plus has achieved tremendous momentum in executing against our plans to bring autonomous trucks to market globally. In 2021, we started delivery of our driver-in autonomous driving solution, PlusDrive, to customers and received thousands of pre-orders. We also completed a fully driverless truck demo on a highway that showcased the future of trucking. We are grateful for the support we have received from the Hennessy team, whose commitment to sustainable commercial transportation technologies we share," said David Liu, CEO and Co-founder at Plus.

Analyst Coverage Initiations

On Monday, Benchmark analyst Josh Sullivan initiated coverage of dMY Technology Group IV (DMYQ) - which is in the process of merging with Planet Labs - with a Buy rating and $17 price target.

Planet Labs has a unique satellite imagery constellation portfolio that includes both a high-resolution constellation combined with "the world's largest Earth Observation constellation capable of imagining the entire Earth daily," making it simultaneously a play on space markets, software, and data analytics, Sullivan told investors.

The analyst believes Planet Labs' unique data services platform will be an "emerging force in sustainability monitoring/enforcement as well as global business operations digitalization."

Meanwhile, Northland analyst Michael Latimore also started coverage of dMY Technology Group IV with an Outperform rating and $16 price target. Planet is "the first and only data subscription company that captures a picture daily of every inch of the globe," and such unique properties give it an attractive business model with high recurring revenue and growth, Latimore contended.

The analyst forecasts 15% growth in fiscal 2022 and 46% in fiscal 2023 for Planet.

SPAC IPOs This Week

  • Mountain Crest Acquisition V (MCAG) opened on Nov. 12 at $10.06. The company said its efforts to identify a prospective target business will not be limited to a particular industry or geographic region, although it intends to "focus on operating businesses in North America and Asia Pacific (excluding China)."
  • VMG Consumer Acquisition (VMGA) opened on Nov. 11 at $10.07. The company intends to identify and complete a business transaction with a company in the high-growth consumer and retail industry.
  • LAMF Global Ventures I (LGVC) opened on Nov. 11 at $10.07. The company intends to focus its search for an initial business combination on opportunities in the media, entertainment, sports, e-commerce, and technology industries.
  • Arena Fortify Acquisition (AFAC) opened on Nov. 10 at $10.07. The company intends to focus on acquisition candidates that have either recently emerged from bankruptcy court protection or will require incremental capital as part of a balance sheet restructuring within the broad natural resources industry.
  • Chain Bridge I (CBRG) opened on Nov. 10 at $10.06.
  • Ascendant Digital Acquisition III (ACDI) opened on Nov. 10 at $10.09. The company intends to focus on businesses that operate within the "Attention Economy," which refers to various converging sectors within interactive digital entertainment, film/television, music, print and digital books, e-sports, live events, and other forms of consumer entertainment and enabling services and technologies.
  • RCF Acquisition (RCFA) opened on Nov. 10 at $10.07. The company intends to target assets or businesses of scale across the critical minerals value chain that are poised to benefit over the long-term from the substantial market opportunity created by the global energy transition.
  • DP Cap Acquisition Corp I (DPCS) opened on Nov. 9 at $10.07.
  • OmniLit Acquisition (OLITU) opened on Nov. 9 at $10.06. The company "intends to target businesses that have potential to utilize advanced manufacturing technology to provide cutting edge optics and photonics solutions and services to customers in a diverse set of market verticals."
  • Green Visor Financial Technology Acquisition I opened on Nov. 9 at $10.09. The company is targeting the fintech sector.
  • Hunt Companies Acquisition Corp. I (HTAQ) opened on Nov. 9 at $10.10. The company intends to focus its search on businesses within the renewable energy, infrastructure services, and real asset services sectors.
  • Apeiron Capital Investment (APN) opened on Nov. 9 at $10.08. The company intends to focus its search on companies in the financial technology, media, gaming, and financial services and in the wealth-advisory and asset management industries.

Disclosure: None

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