Seven Oaks Acquisition filed an S-4 registration statement on its proposed merger with Boxed, an e-commerce grocery shopping platform selling bulk consumables.
Boxed and Seven Oaks last month entered into a definitive agreement for a business combination that has a pro forma implied equity value of approximately $900 million.
Boxed also announced its intention to list on the NYSE upon the closing of the business combination, if approved. Boxed common stock and warrants would list on the NYSE under BOXD and BOXD WS.
The combined company is expected to receive $334 million in net cash proceeds from a combination of Seven Oaks’ cash in trust of approximately $259 million, assuming no redemptions, as well as a $120 million fully committed PIPE. There are no secondary shares being sold by existing Boxed shareholders.
The private placement consists of a combination of common stock and convertible notes from institutional and strategic investors including Brigade Capital Management, Avanda Investment Management and Onex Credit. The 7% senior unsecured convertible notes have a five-year maturity and a conversion price of $12, representing a 20% premium to the purchase price of the common shares. Boxed’s current equity holders will own approximately 62% of the company immediately after closing, assuming no redemptions. Read more.
