Centricus Acquisition in an 8-K filing today said 32,351,570 Class A ordinary shares of its stock were submitted for redemption ahead of a stockholder vote scheduled tomorrow on whether to merge with Arqit, a quantum encryption technology company. The redemptions essentially wipe out the SPAC’s cash in trust. Centricus raised $300 million in an upsized IPO in February.
As a result of the redemptions, the SPAC said Heritage Assets, an investor in the sponsor and a party to a subscription agreement with Centricus and Arqit, intends to purchase up to 2.2 million Centricus shares in the secondary market at $10 each from existing Centricus public shareholders who have submitted their shares for redemption. As an incentive to the purchase by Heritage, the sponsor and certain SPAC shareholders agree to transfer to Heritage an aggregate number of up to 2 million Arqit shares and up to 3.76 million Arqit warrants after the closing, if approved.
Terms of the deal call for Centricus and Arqit to have at least $150 million of cash to seal the transaction. That threshold will not be met due to the redemptions, the SPAC said, however, both sides expect to waive the original minimum cash condition so long as the amount is at least $100 million.
The stockholder meeting tomorrow has been pushed back to 4 p.m. It was originally scheduled for 9 a.m. Read more.
