Tailwind Two Acquisition shareholders voted in favor of the business combination with Terran Orbital, a small satellite manufacturer primarily serving the United States aerospace and defense industry.
Of the 72% of outstanding shares voted, the SPAC said 94% were in support of the deal. Tailwind Two also announced that shareholders may opt to withdraw their redemption requests until tomorrow, March 24 at 3 p.m. Eastern. Neither the news release nor a subsequent 8-K filing disclosed redemption figures.
Following the closing, which is expected by Friday, Terran Orbital’s common stock and warrants are expected to trade on the New York Stock Exchange under the ticker symbols LLAP and LLAP WS.
Tailwind Two last week disclosed several adjustments to its merger agreement with Terran Orbital. One of the changes involves the target’s agreement to eliminate the provision that its net debt not exceed $40 million at closing. The parties also agreed that Tailwind Two shareholder redemptions could not exceed 85% of shares outstanding in order to seal the deal.
As announced in October, the pro forma total enterprise value of the combined companies is approximately $1.58 billion.
The deal is supported by gross proceeds of $345 million from Tailwind Two’s cash-in-trust, which assumes zero redemptions, plus a $50 million from a PIPE with participation from AE Industrial Partners, long-term Terran Orbital investor Beach Point Capital, Daniel Staton, Lockheed Martin and Fuel Venture Capital, as well as $75 million of additional financial commitments from Francisco Partners and Beach Point Capital. Read more.
