Pacifico Acquisition in an 8-K filing said it and merger partner Caravelle Group revised their agreement to eliminate the $60 million PIPE as well as the $4 million minimum cash closing condition. The parties also agreed to extend the deadline of the first deposit of the extension payment until Sept. 13.
Caravelle is a provider of international shipping services and a carbon-neutral solution for wood desiccation.
When the deal was announced in April, the transaction valued the combined company at a pro forma enterprise value of approximately $527 million with existing Caravelle shareholders rolling over 100% of their equity into the combined company. Without the PIPE, cash proceeds are now expected to consist of the $58 million held in Pacifico’s trust account, assuming no redemptions. Read more.
The values exclude $350 million of earn-out shares that would be paid in common stock if certain revenue-based requirements are met in 2023. Upon completion of the transaction, which is anticipated in the fall of 2022, the combined company will operate as Caravelle International Group and list on the Nasdaq.
