In SPAC news this week, 180 Degree Capital's D-Wave said it will come public through a business combination with a special purpose acquisition company, while coming-public Forbes gets a strategic investment from crypto company Binance.

D-Wave to Become Public 

180 Degree Capital (TURN) noted that D-Wave Systems announced its intent to become a publicly traded company through a merger with DPCM Capital (XPOA), a special purpose acquisition company. If the transaction is completed as currently agreed to by each party, 180 would hold approximately 900,000 shares of common stock of the merged company.

According to D-Wave and DPCM Capital, the transaction is expected to enhance D-Wave's leadership in commercial quantum computing and accelerate quantum use cases into significant customer segments, including manufacturing, logistics, pharmaceuticals, finance, and government.

Upon closing of the transaction, shares of D-Wave Quantum Inc., a newly formed parent company of D-Wave and DPCM Capital, are expected to trade on the NYSE under the symbol 'QBTS.'

D-Wave and DPCM Capital stated the transaction values D-Wave at an equity value of approximately $1.2 billion. The transaction also includes an "innovative incentive structure," whereby a bonus pool of 5 million shares will be allocated pro rata to non-redeeming public stockholders of DPCM Capital, effectively reducing their cost basis.

A similar bonus pool of up to 1.8 million shares has been established for Private Investment in Public Equity investors to ensure the same effective cost basis for PIPE investors as for public stockholders of DPCM Capital. D-Wave and DPCM Capital further noted that the transaction is expected to close in the second quarter of 2022.

Strategic Investment

Forbes and Magnum Opus Acquisition Limited (OPA), a publicly traded special purpose acquisition company, announced a $200 million strategic investment from cryptocurrency and blockchain infrastructure provider Binance.

Forbes and Magnum Opus earlier announced plans to pursue a business combination, expected to close in the first quarter of 2022, through which Forbes would become a publicly traded company on the New York Stock Exchange trading under the ticker symbol 'FRBS.'

Going public will enable Forbes to further capitalize on its successful digital transformation, using technology and data-driven insights to create more deeply engaged audiences, and associated high-quality and recurring revenue streams.

Binance's strategic investment will be through Binance's assumption of subscription agreements representing $200 million of commitments in the $400 million private investment in public equity that was previously announced along with Forbes' intention to go public via a business combination with Magnum Opus.

With Binance assuming existing PIPE commitments, the overall size of the PIPE will remain at $400 million, and Binance's investment will be according to substantially the same terms as the existing PIPE investors.

The transactions with Magnum Opus and Binance are expected to help Forbes maximize its brand and enterprise values and use its proprietary technology stack and analytics to convert readers into long-term, engaged customers of the platform, including through memberships and recurring subscriptions to premium content and highly targeted product offerings.

Quanergy, CITIC Capital Combination 

Quanergy Systems (QNGY) announced the closing of its previously announced business combination with CITIC Capital Acquisition Corp (CCAC).

The transaction gives the company access to approximately $175 million in available liquidity on top of its existing balance sheet, before transaction expenses and debt paydown, consisting of approximately $50 million in cash proceeds from the PIPE and SPAC Trust, as well as up to $125 million in committed funding from a previously announced share subscription facility from Global Emerging Markets Group.

Under the GEM facility, the company can draw on a $25 million advance from the total $125 million following effectiveness of a resale S-1 Registration Statement. Proceeds from the transaction will be used for working capital, repayment of $35 million of secured notes, and transaction expenses, positioning the company to fund future growth and continue investing in its leading portfolio of smart LiDAR and 3D perception solutions.

CCAC shareholders approved the transaction at its shareholders meeting held on Jan. 31, 2022. The combined company has been renamed Quanergy Systems.

Canadian Spaceport Startup Said to be In SPAC Deal Talks 

Canadian startup Maritime Launch Services, which owns a spaceport for commercial rocket launches, is in talks to go public through a merger with Ceres Acquisition (CERAF), Gillian Tan of Bloomberg reports, citing people with knowledge of the matter.

Ceres is in discussions to raise a private investment in public equity, or PIPE, to support a transaction that would give the combined company a valuation of about $530 million, sources told Bloomberg.

Novus Capital Corportation II, Energy Vault Merger 

Novus Capital Corporation II (NXU) announced the completion of its business combination with Energy Vault, the company developing sustainable, grid-scale energy storage solutions.

In connection with the completion of the business combination, Novus has been renamed Energy Vault Holdings and its common stock and warrants are expected to commence trading on the New York Stock Exchange on Monday, Feb. 14, under the ticker symbols 'NRGV' and 'NRGV.WS,' respectively.

SPAC IPOs This Week

• Jaguar Global Growth I (JGGC) opened on Feb. 11 at $10.04. The company said it intends to concentrate efforts on "identifying high quality international businesses in industries that complement the management team's background and businesses which provide innovation at the intersection of real estate and technology, a category broadly referred to as PropTech."
• Signal Hill Acquisition (SGHL) opened on Feb. 11 at $9.99. The company said it intends to focus its search on "direct-to-consumer media, technology, and emerging digital enterprise-focused businesses that would benefit from access to public markets and the operational and strategic expertise of our management team and board of directors."
• Relativity Acquisition (RACY) opened on Feb. 11 at $10. The company intends to focus on businesses in the legalized cannabis industry, including related industries such as consumer packaged goods, health & wellness, technology, pharmaceuticals, manufacturing, distribution, logistics, and brand management.
• HNR Acquisition (HNRA) opened on Feb. 11 at $9.98. The company said it intends to focus on assets used in exploring, developing, producing, transporting, storing, gathering, processing, fractionating, refining, distributing, or marketing of natural gas, natural gas liquids, crude oil, or refined products in North America.
• byNordic Acquisition (BYNO) opened on Feb. 9 at $9.97. The company intends to focus on identifying high technology growth companies in the northern part of Europe.
• Counter Press Acquisition (CPAQ) opened on Feb. 9 at $10.03. The company intends to focus its search on businesses in the sports, media, and data analytics sectors, with a focus on professional sports businesses.
• Evergreen Corporation (EVGR) opened on Feb. 9 at $9.98. The company intends to focus its search on technology companies involved in Artificial Intelligence, FinTech and Financial Services, the Metaverse, the Internet of Things, e-commerce, social commerce, Industry 4.0, as well as areas surrounding the new digital economy, in the ASEAN region.
• LIV Capital Acquisition II (LIVB) opened on Feb. 8 at $10. The company intends to focus its search on Mexican target businesses or target businesses with a significant presence in Mexico.
• Aurora Technology Acquisition (ATAK) opened on Feb. 7 at $9.99. The company aims to prioritize target companies founded by Asian or Asian-American entrepreneurs who are building a global enterprise supported by forward thinking visions and innovative frontier technologies that include but are not limited to artificial intelligence, blockchain, quantum computing, and electric vehicles.