Perception Capital II in a proxy filing today lays out its proposed business combination with Spectaire, a solutions provider for customers to monitor, track and meet emissions targets via a patented micro-mass-spectrometer device. The proxy is preliminary and a vote date has not yet been announced.
The deal values Spectaire at a pro forma enterprise valuation of approximately $203 million.
If the SPAC’s shareholders approve the merger, Spectaire is expected to list on the Nasdaq.
The transaction has no minimum cash condition and prior to signing the business combination agreement, Perception Capital entered into a forward purchase agreement with Meteora Capital for the full amount of cash in trust. That forward purchase agreement for an OTC equity prepaid forward transaction calls for the purchase of up to approximately 2.5 million Class A shares from holders who might elect to redeem. Read more.
