Silver Crest Acquisition in an 8-K filing today said its shareholders voted in favor of merging with Tim Hortons China, although redemptions totaling $342 million essentially wiped out the SPAC’s cash in trust.
Since the deal was announced a year ago, Silve Crest has worked to secure additional financing in support of the merger, including $194.5 million in two PIPE commitments announced in March. The PIPE investors are also entitled to 600,000 additional shares and 1.2 million warrants.
Despite the near-total redemptions, PIPE financing is expected to cover the deal’s $175 million minimum cash condition for closing.
The SPAC’s sponsor had also agreed to forfeit 4.3 million promote shares and 4.45 million private placement warrants, which would go to non-redeeming investors. Shareholders who redeemed have until Aug. 29 to change their minds.
Originally valued at $1.8 billion, the deal value was lowered to $1.4 billion at the time of the PIPE announcements.
Tims China also has a deal with an investor who agreed to buy up to $100 million in stock of the combined company over three years after closing the SPAC merger. Read more.
