Starboard Value Stockholders Approve $3.4B Cyxtera Deal After Heavy Redemptions

Cyxtera Merger

Starboard Value Acquisition announced that its stockholders voted in favor of the business combination with Cyxtera Technologies, a global data center company offering retail colocation and interconnection services.

Starboard said in an 8-K filing that 26,176,891 shares were redeemed ahead of the vote, creating a shortfall in the SPAC’s trust acount.

The merger agreement calls for a minimum $550 million in cash proceeds, including a $250 million PIPE. But as a result of the redemptions, the available cash is approximately $369 million.

Cyxtera has agreed to waive the minimum cash condition so long as the proceeds are in excess of $369 million. The currently available cash does not include approximately $100 million in funds raised in a forward-purchase agreement entered into between the SPAC and other parties, which will go toward completing the deal as well as the remaining $1.35 million in the SPAC’s working capital account.

The deal values the combined company at $3.4 billion and is expected to deliver $493 million in cash to Cyxtera before fees, expenses and debt amortization.

The transaction is expected to close today.

Cyxtera stock and warrants are expected to begin trading on the Nasdaq tomorrow under CYXT and CYXTW. Read more.

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