Endurance Acquisition in an 8-K said it has secured a prepaid forward transaction with Vellar Opportunity Fund for the sale of up to 10 million shares to Vellar after the SPAC closes its merger with satellite company SatixFy.
Vellar would then be able to sell shares on the open market, with the newly merged company taking a 25% cut of the proceeds. Payments to the combined company from this arrangment would end once Vellar receives a 33.33% return on its investment.
Endurance in August said it amended the merger agreement with the satellite communication systems company, including a 55% reduction in the deal’s equity value to $365 million, down from $813 million when announced in March.
The SPAC’s sponsor also agreed to forfeit 800,000 SPAC Class B Shares contingent upon closing.
Terms at deal announcement called for SatixFy to receive approximately $201 million from Endurance’s trust account, assuming no redemptions, as well as a $29 million PIPE. Participants in the PIPE include Sensegain Group and Antarctica Capital, which sponsors Endurance. In addition, there is a committed equity facility of $75 million from CF Principal Investments, an affiliate of Cantor Fitzgerald. Prior to the merger announcement, SatixFy received a secured loan of $55 million from Francisco Partners. Read more.
