Delwinds Insurance Acquisition announced today that it anticipates entering into a forward purchase arrangement for up to 3 million shares to an unnamed investor at the closing of the SPAC’s merger with FOXO Technologies. Sales of the investor shares could start after a 15-month term that begins at closing.
Delwinds also anticipates an amendment to its backstop subscription agreements with Delwinds’ Chairman and CEO and an affiliate of certain of Delwinds’ officers and directors. The amendment would reflect that the FPA is among the arrangements intended to eliminate the backstop investors’ obligations to subscribe for Delwinds shares in connection with the FOXO merger.
As announced in February, the transaction combined with recent capital raising by FOXO is expected to raise up to $224 million in total gross cash proceeds, including up to $201 million of cash held in Delwinds’ trust account, assuming no redemptions.
There is no minimum cash closing requirement.
Delwind shareholders are scheduled to vote tomorrow on a deadline extension that would give the SPAC until Dec. 15 to close the FOXO deal. Read more.
